Debt and Other Obligations (Tables)

3 Months Ended

Mar. 31, 2012

Debt and Other Obligations [Abstract]

Schedule of Extinguishment of Debt

Retirement of Long-Term Obligations

The following is a summary of the retirement of long-term obligations during the three months ended March 31, 2012.

	Three Months Ended March 31, 2012
	Principal Amount		Cash Paid(a)		Gains (Losses)(c)
Revolver	$	251,000	$	251,000	$	(1,445	)
2007 Term Loans	619,125		619,125		(1,893		)
9% Senior Notes	5,624		6,207		(957		)
7.75% Secured Notes(b)	20,988		23,053		(2,773		)
Total	$	896,737	$	899,385	$	(7,068	)

________________

(a) Exclusive of accrued interest.

(b) These debt purchases were made by CCIC rather than by the subsidiaries that issued the debt, because of restrictions upon the subsidiaries that issued the debt; as a result, the debt remains outstanding at the Company's subsidiaries.

(c) Inclusive of $3.7 million related to the write off of deferred financing costs.

Schedule of Long-Term Debt Instruments

	Original Issue Date	Contractual Maturity Date		Outstanding Balance as of March 31, 2012			Outstanding Balance as of December 31, 2011		Stated Interest Rate as of March 31, 2012(a)
Bank debt - variable rate:
Revolver	Jan. 2007	Sept. 2013		$	—		$	251,000	N/A
2012 Revolver	Jan. 2012	Jan. 2017		—		(b)	—		N/A		(c)
2007 Term Loans	Jan./March 2007	March 2014		—			619,125		N/A
2012 Term Loans	Jan. 2012	2017/2019		2,091,000			—		3.7	%	(c)
Total bank debt				2,091,000			870,125
Securitized debt - fixed rate:
January 2010 Tower Revenue Notes	Jan. 2010	2035 - 2040	(d)	1,900,000			1,900,000		5.8	%	(d)
August 2010 Tower Revenue Notes	Aug. 2010	2035 - 2040	(d)	1,550,000			1,550,000		4.5	%	(d)
2009 Securitized Notes	July 2009	2019/2029	(e)	211,954			216,431		7.0	%
WCP Securitized Notes	Nov. 2010	Nov. 2040	(f)	334,638		(f)	—		5.4	%	(g)
Total securitized debt				3,996,592			3,666,431
High yield bonds - fixed rate:
9% Senior Notes	Jan. 2009	Jan. 2015		815,914			817,799		9.0	%	(h)
7.75% Secured Notes	April 2009	May 2017		959,242			978,983		7.8	%	(i)
7.125% Senior Notes	Oct. 2009	Nov. 2019		497,954			497,904		7.1	%	(j)
7.5% Senior Notes	Dec. 2003	Dec. 2013		51			51		7.5	%
Total high yield bonds				2,273,161			2,294,737
Other:
Capital leases and other obligations	Various	Various	(k)	60,179			54,406		Various		(k)
Total debt and other obligations				8,420,932			6,885,699
Less: current maturities and short-term debt and other current obligations				77,776			32,517
Non-current portion of long-term debt and other long-term obligations				$	8,343,156		$	6,853,182

________________

(a) Represents the weighted-average stated interest rate.

(b) As of March 31, 2012, the undrawn availability under the $1.0 billion senior secured revolving credit facility ("2012 Revolver") is $1.0 billion.

(c) The 2012 Revolver and the Term Loan A bear interest at a per annum rate equal to LIBOR plus 2.0% to 2.75%, based on CCOC's total net leverage ratio. Term Loan B bears interest at a per annum rate equal to LIBOR plus 3.0% (with LIBOR subject to a floor of 1% per annum). The Company pays a commitment fee of 0.4% per annum on the undrawn available amount under the 2012 Revolver.

(d) If the respective series of the January 2010 Tower Revenue Notes and August 2010 Tower Revenue Notes are not paid in full on or prior to 2015, 2017 and 2020, as applicable, then Excess Cash Flow (as defined in the indenture) of the issuers (of such notes) will be used to repay principal of the applicable series and class of the 2010 Tower Revenue Notes, and additional interest (of approximately 5% per annum) will accrue on the respective 2010 Tower Revenue Notes. The January 2010 Tower Revenue Notes consist of three series of notes with principal amounts of $300.0 million, $350.0 million and $1.3 billion, having anticipated repayment dates in 2015, 2017 and 2020, respectively. The August 2010 Tower Revenue Notes consist of three series of notes with principal amounts of $250.0 million, $300.0 million and $1.0 billion, having anticipated repayment dates in 2015, 2017 and 2020, respectively.

(e) The 2009 Securitized Notes consist of $142.0 million of principal as of March 31, 2012 that amortizes through 2019, and $70.0 million of principal as of March 31, 2012 that amortizes during the period beginning in 2019 and ending in 2029.

(f) The WCP securitized notes ("WCP Securitized Notes") were assumed in connection with the WCP acquisition. The WCP Securitized Notes include a fair value adjustment that increases the debt carrying value by $15.6 million as of March 31, 2012. The anticipated repayment date is 2015 for each class of the debt assumed in connection with the WCP acquisition.

(g) The effective yield is approximately 4.0%, inclusive of the fair value adjustment.

(h) The effective yield is approximately 11.3%, inclusive of the discount.

(i) The effective yield is approximately 8.2%, inclusive of the discount.

(j) The effective yield is approximately 7.2%, inclusive of the discount.

(k) The Company's capital leases and other obligations bear interest rates up to 10% and mature in periods ranging from less than one year to approximately 20 years.

2012 Credit F

Components of Interest Expense and Amortization of Deferred Financing Costs

Interest Expense and Amortization of Deferred Financing Costs

The components of "interest expense and amortization of deferred financing costs" are as follows:

	Three Months Ended March 31,
	2012			2011
Interest expense on debt obligations	$	113,007		$	100,885
Amortization of deferred financing costs	4,812			3,722
Amortization of adjustments on long-term debt	3,763			3,865
Amortization of interest rate swaps	16,338			17,889
Other, net of capitalized interest	(448		)	325
Total	$	137,472		$	126,686

Schedule of Maturities of Long-term Debt

Contractual Maturities

The following are the scheduled contractual maturities of the total debt and other long-term obligations outstanding at March 31, 2012. These maturities reflect contractual maturity dates and do not consider the principal payments that will commence following the anticipated repayment dates on the Tower Revenue Notes and the rapid amortization date on the WCP Securitized Notes. See herein for a further discussion on the WCP Securitized Notes.

	Nine Months Ended December 31,		Years Ending December 31,												Unamortized Adjustments, Net			Total Debt and Other Obligations Outstanding
	2012		2013		2014		2015		2016		Thereafter		Total Cash Obligations
Scheduled contractual maturities	$	61,715	$	86,360	$	95,984	$	969,577	$	110,499	$	7,148,726	$	8,472,861	$	(51,929	)	$	8,420,932