Debt and Other Obligations (Tables)

12 Months Ended

Dec. 31, 2013

Debt and Other Obligations [Abstract]

The following is a summary of the Company's indebtedness.



	Original Issue Date	Contractual Maturity Date		Outstanding Balance as of December 31,					Stated Interest Rate as of December 31,
	Original Issue Date	Contractual Maturity Date		2013			2012		2013		^(a)
Bank debt – variable rate:
2012 Revolver	Jan. 2012	Nov. 2018/Jan. 2019	^(d)	$	374,000	^(b)	$	1,253,000	2.2	%	^(c)
Tranche A Term Loans	Jan. 2012	Nov. 2018/Jan. 2019	^(d)	662,500			481,250		2.2	%	^(c)
Tranche B Term Loans	Jan. 2012	Jan. 2019/2021	^(e)	2,864,150			1,584,000		3.3	%	^(f)
Total bank debt				3,900,650			3,318,250
Securitized debt – fixed rate:
January 2010 Tower Revenue Notes	Jan. 2010	2035-2040	^(g)	1,900,000			1,900,000		5.8	%	^(g)
August 2010 Tower Revenue Notes	Aug. 2010	2035-2040	^(g)	1,550,000			1,550,000		4.5	%	^(g)
2009 Securitized Notes	July 2009	2019/2029	^(h)	179,792			198,463		7.3	%
WCP Securitized Notes	Jan. 2010	Nov. 2040	⁽ⁱ⁾	286,171			307,739		5.6	%	^(j)
Total securitized debt				3,915,963			3,956,202
Bonds – fixed rate:
9% Senior Notes	Jan. 2009	Jan. 2015		—			304,718		N/A
7.75% Secured Notes	Apr. 2009	May 2017		—			291,394		N/A
7.125% Senior Notes	Oct. 2009	Nov. 2019		498,332			498,110		7.1	%	^(k)
5.25% Senior Notes	Oct. 2012	Jan. 2023		1,649,970			1,650,000		5.3	%
2012 Secured Notes	Dec. 2012	2017/2023	^(m)	1,500,000			1,500,000		3.4	%
Total bonds				3,648,302			4,244,222
Other:
Capital leases and other obligations	Various	Various	^(l)	129,585			92,568		Various		^(l)
Total debt and other obligations				11,594,500			11,611,242
Less: current maturities and short-term debt and other current obligations				103,586			688,056
Non-current portion of long-term debt and other long-term obligations				$	11,490,914		$	10,923,186


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


(b)	As of December 31, 2013, the undrawn availability under the $1.5 billion senior secured revolving credit facility ("2012 Revolver") is $1.1 billion.

(c)

The 2012 Revolver and tranche A term loans ("Tranche A Term Loans"), including the Incremental Tranche A Term Loans (as defined below) bear interest at a rate per annum equal to LIBOR plus a credit spread ranging from 1.5% to 2.25%, based on the CCOC total net leverage ratio. The Company pays a commitment fee of approximately 0.25% per annum on the undrawn available amount under the 2012 Revolver.


(d)	The 2012 Revolver and Tranche A Term Loans have maturity dates of November 2018 (or, if the aggregate principal amount of CCOC's outstanding Tranche B Term Loans (as defined below) (the maturity date of which has not been extended to a date that is on or after July 31, 2019) is less than or equal to $500.0 million, January 31, 2019).

(e)

The tranche B term loans ("Tranche B Term Loans"), including the Incremental Tranche B Term Loans and the Incremental Tranche B-2 Term Loans (as defined below), consist as of December 31, 2013 of $2.4 billion of aggregate principal amount due January 2019 and $500.0 million of aggregate principal amount due January 2021. See note 20 for a discussion of the extension of the maturity date of certain of the Tranche B Term Loans.


(f)	The Tranche B Term Loans, including the Incremental Tranche B Term Loans and the Incremental Tranche B-2 Term Loans (defined below), bear interest at a rate per annum equal to LIBOR plus a credit spread range from 2.25% to 2.50% , based on CCOC's total net leverage ratio (with LIBOR subject to a floor of 0.75% per annum).

(g)

If the respective series of the January 2010 Tower Revenue Notes and August 2010 Tower Revenue Notes (collectively, "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 an additional 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.


(h)	The 2009 Securitized Notes consist of $109.8 million of principal as of December 31, 2013 that amortizes through 2019, and $70.0 million of principal as of December 31, 2013 that amortizes during the period beginning in 2019 and ending in 2029.

(i)

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 increased the debt carrying value by $7.6 million as of December 31, 2013. The anticipated repayment date is 2015 for each class. If the WCP Securitized Notes are not repaid in full by their anticipated repayment dates, the applicable interest rate increases by an additional approximately 5% per annum. If the WCP Securitized Notes are not repaid in full by their rapid amortization date of 2017, monthly principal payments commence using the excess cash flows of the issuers of the WCP Securitized Notes.


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


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


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


(m)	The Company issued $500.0 million aggregate principal amount of 2.381% secured notes due 2017 and $1.0 billion aggregate principal amount of 3.849% secured notes due 2023 (collectively, "2012 Secured Notes").

Schedule of Maturities of Long-term Debt

Contractual Maturities

The following are the scheduled contractual maturities of the total debt or other long-term obligations outstanding at December 31, 2013. 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 WCP Securitized Notes. If the Tower Revenue Notes are not paid in full on or prior to 2015, 2017 and 2020, as applicable, then the 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 Tower Revenue Notes, and additional interest (of an additional approximately 5% per annum) will accrue on the Tower Revenue Notes. If the WCP Securitized Notes are not paid in full by their anticipated repayment dates in 2015, the applicable interest rate increases by an additional approximately 5% per annum. If the WCP Securitized Notes are not repaid in full by their rapid amortization date of 2017, monthly principal payments commence using the Excess Cash Flow of the issuers of the WCP Securitized Notes.



	Years Ending December 31,
	2014		2015		2016		2017		2018		Thereafter		Total Cash Obligations		Net Unamortized Premiums		Total Debt and Other Obligations Outstanding
Scheduled contractual maturities	$	100,550	$	99,750	$	114,418	$	612,677	$	997,390	$	9,663,761	$	11,588,546	$	5,954	$	11,594,500

Schedule of Extinguishment of Debt

Debt Purchases and Redemptions

The following is a summary of the purchases and redemptions of debt during the years ended December 31, 2013 and December 31, 2012. There were no purchases and redemptions of debt during the year ended December 31, 2011.



	Year Ending December 31, 2013
	Principal Amount		Cash Paid^(a)		Gains (losses)^(c)
9% Senior Notes	314,170		332,045		(17,894		)
7.75% Secured Notes^(b)	294,362		312,465		(18,103		)
5.25% Senior Notes	30		30		—
Tranche A Term Loans	87,489		87,489		(399		)
Tranche B Term Loans	30,941		30,941		(490		)
Other	—		—		(241		)
Total	$	726,992	$	762,970	$	(37,127	)


(a)	Exclusive of accrued interest.


(b)	The redemption of the 7.75% Secured Notes was funded by the release of restricted cash.


(c)	The losses predominantly relate to cash losses, including with respect to make whole payments.



	Year Ending December 31, 2012
	Principal Amount		Cash Paid^(a)		Gains (losses)^(b)
2007 Term Loans	619,125		619,125		(1,893		)
9% Senior Notes	552,715		589,105		(62,966		)
7.75% Secured Notes	706,045		752,332		(64,989		)
7.5% Senior Notes	51		51		—
WCP Securitized Notes	16,911		18,096		(681		)
Other	—		—		(1,445		)
Total	$	1,894,847	$	1,978,709	$	(131,974	)


(a)	Exclusive of accrued interest.


(b)	Inclusive of $48.1 million related to the write-off of deferred financing costs and discounts. In addition, the remainder relates to cash losses including with respect to make whole payments.