COBANK. ACB, as Administrative Agent, Collateral Agent, Lead Arranger, Bookrunner, Issuing Bank and a Lender Name: Xxxxxx Xxxxxxx Title: Vice President ROYAL BANK OF CANADA, as Documentation Agent and as a Lender Name: Title: UNION BANK, N.A., as Documentation Agent and a Lender Name: Title: FIFTH THIRD BANK, as Syndication Agent and a Lender Name: Title: XXXXX BROTHERS XXXXXXXX, as a Lender Name: Title: XXXXXXX BANK, NATIONAL ASSOCIATION, as a Lender Name: Title: BRANCH BANKING AND TRUST COMPANY, as a Lender Name: Title: Xxxxxxx Bank, National Association $3,294,118.00 $9,058,824.00 $1,647,058.00 -- Xxxxxxx Bank City Place 000 Xxxxxx Xxxxxx, 0xx Xxxxx, Xxxxxxxx, XX 00000 Xxxxxxx Bank City Place 000 Xxxxxx Xxxxxx, 0xx Xxxxx, Xxxxxxxx, XX 00000 TOTAL $100,000,000.00 $275,000,000.00 $50,000,000.00 $10,000,000.00 Farm Credit Bank of Texas CoBank, ACB 4801 Plaza on the Xxxx Xxxxx, Xxxxxx, XX 00000 AgFirst Farm Credit Bank CoBank, ACB 0000 Xxxxxxx Xxxxxx, Xxxxxxxx, XX 00000 GreenStone Farm Credit Services, ACA/FLCA CoBank, ACB 0000 Xxxx Xxxx, Xxxx Xxxxxxx, XX 00000 AgStar Financial Services, FLCA CoBank, ACB 0000 Xxxxxxx Xxxxx, Xxxxxxx, XX 00000 1st Farm Credit Services, FLCA CoBank, ACB 0000 Xxxxxxxxx Xxxxx, Xxxxxx, XX 00000 United FCS, FLCA, d/b/a FCS Commercial Finance Group CoBank, ACB 000 Xxxxx Xxxxxxx 000, Xxxxx 000, Xxxxxxxxxxx, XX 00000 Frontier Farm Credit, ACA CoBank, ACB 0000 X. Xxxx Xxxxx Xxxx, Xxxxxxxxx, XX 00000 Northwest Farm Credit Services, FLCA CoBank, ACB 0000 X. Xxxxxxxx Xxxxxx, Xxxxxxx, XX 00000 Farm Credit West, FLCA CoBank, ACB 0000 X. Xxxx Xxxxxx, Xxxxxxx, XX 00000 Farm Credit Mid-America, FLCA CoBank, ACB 0000 XXX Xxxxx, Xxxxxxxxxx, XX 00000 American AgCredit, FLCA CoBank, ACB 0000 Xxxx 00xx Xxxxxx, Xxxxxxx, XX 00000 Farm Credit East, ACA CoBank, ACB 000 Xxxxx Xxxx, Xxxxxxx, XX 00000 AgHeritage Farm Credit Services, FLCA CoBank, ACB 000 Xxxx 0xx Xxxxxx, Xxxxx 000, Xxxxxx Xxxx, XX 00000 Farm Credit Services of America, FLCA CoBank, ACB 0000 X. 000xx Xxxxxx, Xxxxx, XX 00000 MidAtlantic Farm Credit, FLCA CoBank, ACB 00 Xxxxxxx Xxxxx, Xxxxxxxxxxx, XX 00000 AgChoice Farm Credit, FLCA CoBank, ACB 000 Xxxx Xxxxx Xxxxxxxxx, Xxxxxxxxxxxxx, XX 00000 Badgerland Financial, FLCA CoBank, ACB 0000 X Xxxxxxxxxx Xxxxxx, Xxxxxxx, XX 00000 Lumos Media Inc. NTELOS Net LLC Lumos Networks Inc. Lumos Networks of West Virginia Inc. Mountaineer Telecommunications, LLC Lumos Networks LLC FiberNet of Ohio, LLC FiberNet Telecommunications of Pennsylvania, LLC Roanoke & Botetourt Network LLC FiberNet of Virginia, Inc. Lumos FiberNet Inc. Lumos Payroll Corp. Lumos Networks Operating Company Lumos Payroll Corp. Virginia 100 100 shares of Common Stock 100% Lumos Networks Operating Company Lumos Media Inc. Virginia 1,000 10 shares of Common Stock 100% Lumos Networks Operating Company Lumos Telephone Inc. Virginia 1,800,000 1,419,134 shares of Common Stock 100% Lumos Networks Operating Company Lumos Telephone of Botetourt Inc. Virginia 50,000 39,501 shares of Common Stock 100% Lumos Networks Operating Company Lumos Networks Inc. Virginia 300,000 171,283 shares of Common Stock 100% Lumos Networks Operating Company Lumos Networks of West Virginia Inc. Virginia 25,000 10 shares of Common Stock 100% Lumos Networks Operating Company Lumos FiberNet Inc. Virginia 1,000 100 shares of Common Stock 100% Lumos Telephone Inc. Lumos Telephone of Virginia LLC Virginia n/a 100% 100% Lumos Telephone LLC Virginia Independent Telephone Alliance, L.C. Virginia n/a 44.7% 44.7% Lumos Telephone of Botetourt Inc. R&B Telephone LLC Virginia n/a 50% 50% R&B Telephone LLC Virginia Independent Telephone Alliance, L.C. Virginia n/a 9% 9% Lumos Networks Inc. NETLOS Net LLC Virginia n/a 100% 100% Lumos FiberNet Inc. Mountaineer Telecommunications, LLC West Virginia n/a 100% 100% Mountaineer Telecommunications, LLC Lumos Networks LLC West Virginia n/a 100% 100% Mountaineer Telecommunications, LLC FiberNet of Ohio, LLC Ohio n/a 100% 100% Mountaineer Telecommunications, LLC FiberNet Telecommunications of Pennsylvania, LLC Pennsylvania n/a 100% 100% Mountaineer Telecommunications, LLC FiberNet of Virginia Inc. Virginia n/a 100% 100% Lumos Networks Inc. Roanoke & Botetourt Network LLC Virginia n/a 100% 100% Maryland Public Service Commission Pennsylvania Public Utility Commission Public Service Commission of West Virginia Lumos Networks Retirement Plan Lumos Telephone Inc. Lumos Networks of West Virginia Inc. R&B Telephone Company Lumos Networks Operating Company Lumos FiberNet Inc. Lumos Networks Inc. All full-time regular employees hired before 10/1/03 who have attained age 21, eligible the first day of the month following 1 year of employment (frozen to new participants. All benefit accruals frozen as of December 31, 2012.) 7/1/76 2/26/09 A routine Virginia sales tax examination is currently being conducted by the Virginia Department of Taxation for all Loan Parties and Subsidiaries operating in Virginia. Enterprise Leasing Company of Norfolk d/b/a Enterprise Fleet Services – 136 individual capitalized vehicle leases $1,573,247 2018 Lease Agreement between Lumos Networks LLC and Toshiba America Business Solutions, Inc. $16,212 July 2013 Amortization Schedule (as of the Closing Date) for Surviving Debt: Repayment Schedule Capital Lease Obligations (Enterprise) Total Payments Remainder of 2013 449,095 449,095 2014 412,183 412,183 2015 349,313 349,313 2016 236,667 236,667 2017 103,552 103,552 2018 22,437 22,437 1,573,247 1,573,247 Intercompany receivable held by Lumos Networks Operating Company owing by Lumos Media Inc. in the principal amount of $2,136,155 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by Lumos Networks of West Virginia Inc. the principal amount of $28,001,856 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by Lumos FiberNet Inc. in the principal amount of $176,929,638 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by Lumos Networks LLC in the principal amount of $1,712,238 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by FiberNet Telecommunications of Pennsylvania, LLC in the principal amount of $2,915,828 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by FiberNet of Ohio, LLC in the principal amount of $1,065,270 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by FiberNet of Virginia, Inc. in the principal amount of $285,810 as of March 31, 2013. Xxxxx Networks Inc. Enterprise Fleet Services $1,573,247 Approximately 136 fleet vehicles leased under capital leases Lumos Telephone Inc. Unites States of America, Rural Utilities Service of the United States Department of Agriculture Performance obligations All right property, assets, rights, privileges, licenses and franchises of the Grantee acquired by Grantee with the grant funds; all right, title and interest of Grantee in and to buildings, plant, works, improvements, structures, estates, grants, franchises, easements, rights, privileges and properties and all other property of every kind, nature, and description, used, useful, or acquired by the Grantee with grant funds; all right, title, and interest of the Grantee in, to and under all personal property and fixtures acquired with grant funds including without limitation all goods, software and proceeds; all right, title and interest of the Grantee in, to and under any and all books, records and correspondence relating to the Pledged Property, including, but not limited to, all records, ledgers, leases, computer and automatic machinery, software, programs, databases, disc or tape files, print-outs, batches, runs and other electronically-prepared information indicating, summarizing, evidencing or otherwise necessary or helpful in the collection or realization of the Collateral Lumos Networks LLC Toshiba America Business Solutions, Inc. $16,212 Leased property UCC Financing Statements Evidencing Such Liens: Lumos Telephone Inc. Unites States of America, Rural Utilities Service of the United States Department of Agriculture 1011303993-3/Virginia State Corporation Commission Lumos Networks LLC Toshiba America Business Solutions, Inc. 201038285597/West Virginia Secretary of State UCC Financing Statement No. 200600915621 filed with the West Virginia Secretary of State naming FiberNet L.L.C. as debtor Cisco Systems Capital Corporation as secured party, which shall be terminated pursuant to the Post-Closing Letter. None. Xxxxxxxx Land Corporation Lumos Networks LLC 0000 Xxxxxxxxxx Xxxxxx, Xxxxxxxxxx, XX Xxxxxx of Kanawha 4/05 5/31/10 (with 2 additional 5 year options to renew) No No No $1,136,100 NTELOS Communications Inc. Lumos Networks of West Virginia Inc. 000 Xxxxxxx Xxxxxx, Charleston, WV County of Kanawha 10/31/11 12/31/13 No No Yes $4,692,158 The Xxxxxx Partnership Lumos Networks LLC 000 Xxxx Xxxxxxxx Way, Charleston, WV County of Kanawha 4/1/1993 3/31/16 No No No $1,455,834 None. NTELOS Net LLC Valley Network Partnership n/a 20% 20% Roanoke & Botetourt Network LLC Valley Network Partnership n/a 20% 20% Intercompany receivable held by Lumos Networks Operating Company owing by Lumos Media Inc. in the principal amount of $2,136,155 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by Lumos Networks of West Virginia Inc. the principal amount of $28,001,856 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by Lumos FiberNet Inc. in the principal amount of $176,929,638 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by Lumos Networks LLC in the principal amount of $1,712,238 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by FiberNet Telecommunications of Pennsylvania, LLC in the principal amount of $2,915,828 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by FiberNet of Ohio, LLC in the principal amount of $1,065,270 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by FiberNet of Virginia, Inc. in the principal amount of $285,810 as of March 31, 2013. None.
Appears in 1 contract
COBANK. ACB, as Administrative Agent, Collateral Agent, Lead Arranger, Bookrunner, Issuing Bank and a Lender Name: Xxxxxx Xxxxxxx Title: Vice President ROYAL BANK OF CANADA, as Documentation Agent and as a Lender By: /s/ Xxxx Xxxxxx Xxxx Xxxxxx Managing Director FIFTH THIRD BANK, as a Lender By: /s/ Xxx Xxxxxxxxx Name: Xxx Xxxxxxxxx Title: Officer MUFG UNION BANK, N.A., as Documentation Agent and a Lender By: Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: FIFTH THIRD BANK, as Syndication Agent and a Lender Name: Title: XXXXX BROTHERS XXXXXXXXDirector THE BANK OF NOVA SCOTIA, as a Lender By: /s/ Xxxxx X. Xxxxx Name: Xxxxx X. Xxxxx Title: XXXXXXX BANKManaging Director NORTHWEST FARM CREDIT SERVICES, NATIONAL ASSOCIATIONFLCA, as a Lender Voting Participant By: /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: BRANCH BANKING AND TRUST COMPANYVice President AGFIRST FARM CREDIT BANK, as a Lender Voting Participant By: /s/ Xxxxxxxxxxx X. Xxxxxxxx Name: Xxxxxxxxxxx X. Xxxxxxxx Title: Xxxxxxx Bank, National Association $3,294,118.00 $9,058,824.00 $1,647,058.00 -- Xxxxxxx Bank City Place 000 Xxxxxx Xxxxxx, 0xx Xxxxx, Xxxxxxxx, XX 00000 Xxxxxxx Bank City Place 000 Xxxxxx Xxxxxx, 0xx Xxxxx, Xxxxxxxx, XX 00000 TOTAL $100,000,000.00 $275,000,000.00 $50,000,000.00 $10,000,000.00 Farm Credit Bank of Texas CoBank, ACB 4801 Plaza on the Xxxx Xxxxx, Xxxxxx, XX 00000 AgFirst Farm Credit Bank CoBank, ACB 0000 Xxxxxxx Xxxxxx, Xxxxxxxx, XX 00000 GreenStone Farm Credit Services, ACA/FLCA CoBank, ACB 0000 Xxxx Xxxx, Xxxx Xxxxxxx, XX 00000 AgStar Financial Services, FLCA CoBank, ACB 0000 Xxxxxxx Xxxxx, Xxxxxxx, XX 00000 1st Farm Credit Services, FLCA CoBank, ACB 0000 Xxxxxxxxx Xxxxx, Xxxxxx, XX 00000 United FCSAssistant Vice President AMERICAN AGCREDIT, FLCA, d/b/as a FCS Commercial Finance Group CoBankVoting Participant By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Vice President FARM CREDIT BANK OF TEXAS, ACB 000 Xxxxx Xxxxxxx 000, Xxxxx 000, Xxxxxxxxxxx, XX 00000 Frontier Farm Credit, ACA CoBank, ACB 0000 X. as a Voting Participant By: /s/ Xxxx Xxxxx XxxxName: Xxxx Xxxxx Title: Vice President FARM CREDIT WEST, XxxxxxxxxFLCA, XX 00000 Northwest as a Voting Participant By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: VP of Capital Markets FARM CREDIT OF NEW MEXICO, FLCA, a wholly owned subsidiary of Farm Credit Servicesof New Mexico, FLCA CoBankACA, ACB 0000 X. as a Voting Participant By: /s/ Xxxxxxxx XxxxxxXxxxxx Name: Xxxxxxxx Xxxxxx Title: VP - Credit FARM CREDIT EAST, XxxxxxxACA, XX 00000 Farm Credit Westas a Voting Participant By: /s/ Xxxxxxxx Xxxxxxxx Name: Xxxxxxxx Xxxxxxxx Title: Vice President ATLANTIC TELE-NETWORKATN INTERNATIONAL, FLCA CoBankINC., ACB 0000 X. Xxxx XxxxxxAMOUNTS AND TERMS OF REVOLVER FACILITY 2 1.1 Revolver Facility 2 1.2 Interest 13 1.3 Notice of Borrowing, Xxxxxxx, XX 00000 Farm Credit Mid-America, FLCA CoBank, ACB 0000 XXX Xxxxx, Xxxxxxxxxx, XX 00000 American AgCredit, FLCA CoBank, ACB 0000 Xxxx 00xx Xxxxxx, Xxxxxxx, XX 00000 Farm Credit East, ACA CoBank, ACB 000 Xxxxx Xxxx, Xxxxxxx, XX 00000 AgHeritage Farm Credit Services, FLCA CoBank, ACB 000 Xxxx 0xx Xxxxxx, Xxxxx 000, Xxxxxx Xxxx, XX 00000 Farm Credit Services Conversion or Continuation of America, FLCA CoBank, ACB 0000 X. 000xx Xxxxxx, Xxxxx, XX 00000 MidAtlantic Farm Credit, FLCA CoBank, ACB 00 Xxxxxxx Xxxxx, Xxxxxxxxxxx, XX 00000 AgChoice Farm Credit, FLCA CoBank, ACB 000 Xxxx Xxxxx Xxxxxxxxx, Xxxxxxxxxxxxx, XX 00000 Badgerland Financial, FLCA CoBank, ACB 0000 X Xxxxxxxxxx Xxxxxx, Xxxxxxx, XX 00000 Lumos Media Inc. NTELOS Net LLC Lumos Networks Inc. Lumos Networks of West Virginia Inc. Mountaineer Telecommunications, LLC Lumos Networks LLC FiberNet of Ohio, LLC FiberNet Telecommunications of Pennsylvania, LLC Roanoke & Botetourt Network LLC FiberNet of Virginia, Inc. Lumos FiberNet Inc. Lumos Payroll Corp. Lumos Networks Operating Company Lumos Payroll Corp. Virginia 100 100 shares of Common Stock 100% Lumos Networks Operating Company Lumos Media Inc. Virginia 1,000 10 shares of Common Stock 100% Lumos Networks Operating Company Lumos Telephone Inc. Virginia 1,800,000 1,419,134 shares of Common Stock 100% Lumos Networks Operating Company Lumos Telephone of Botetourt Inc. Virginia 50,000 39,501 shares of Common Stock 100% Lumos Networks Operating Company Lumos Networks Inc. Virginia 300,000 171,283 shares of Common Stock 100% Lumos Networks Operating Company Lumos Networks of West Virginia Inc. Virginia 25,000 10 shares of Common Stock 100% Lumos Networks Operating Company Lumos FiberNet Inc. Virginia 1,000 100 shares of Common Stock 100% Lumos Telephone Inc. Lumos Telephone of Virginia LLC Virginia n/a 100% 100% Lumos Telephone LLC Virginia Independent Telephone Alliance, L.C. Virginia n/a 44.7% 44.7% Lumos Telephone of Botetourt Inc. R&B Telephone LLC Virginia n/a 50% 50% R&B Telephone LLC Virginia Independent Telephone Alliance, L.C. Virginia n/a 9% 9% Lumos Networks Inc. NETLOS Net LLC Virginia n/a 100% 100% Lumos FiberNet Inc. Mountaineer Telecommunications, LLC West Virginia n/a 100% 100% Mountaineer Telecommunications, LLC Lumos Networks LLC West Virginia n/a 100% 100% Mountaineer Telecommunications, LLC FiberNet of Ohio, LLC Ohio n/a 100% 100% Mountaineer Telecommunications, LLC FiberNet Telecommunications of Pennsylvania, LLC Pennsylvania n/a 100% 100% Mountaineer Telecommunications, LLC FiberNet of Virginia Inc. Virginia n/a 100% 100% Lumos Networks Inc. Roanoke & Botetourt Network LLC Virginia n/a 100% 100% Maryland Public Service Commission Pennsylvania Public Utility Commission Public Service Commission of West Virginia Lumos Networks Retirement Plan Lumos Telephone Inc. Lumos Networks of West Virginia Inc. R&B Telephone Company Lumos Networks Operating Company Lumos FiberNet Inc. Lumos Networks Inc. All full-time regular employees hired before 10/1/03 who have attained age 21, eligible the first day of the month following 1 year of employment (frozen to new participants. All benefit accruals frozen as of December 31, 2012.) 7/1/76 2/26/09 A routine Virginia sales tax examination is currently being conducted by the Virginia Department of Taxation for all Loan Parties and Subsidiaries operating in Virginia. Enterprise Leasing Company of Norfolk d/b/a Enterprise Fleet Services – 136 individual capitalized vehicle leases $1,573,247 2018 Lease Agreement between Lumos Networks LLC and Toshiba America Business Solutions, Inc. $16,212 July 2013 Amortization Schedule (as of the Closing Date) for Surviving Debt: Repayment Schedule Capital Lease Obligations (Enterprise) Total Payments Remainder of 2013 449,095 449,095 2014 412,183 412,183 2015 349,313 349,313 2016 236,667 236,667 2017 103,552 103,552 2018 22,437 22,437 1,573,247 1,573,247 Intercompany receivable held by Lumos Networks Operating Company owing by Lumos Media Inc. in the principal amount of $2,136,155 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by Lumos Networks of West Virginia Inc. the principal amount of $28,001,856 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by Lumos FiberNet Inc. in the principal amount of $176,929,638 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by Lumos Networks LLC in the principal amount of $1,712,238 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by FiberNet Telecommunications of Pennsylvania, LLC in the principal amount of $2,915,828 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by FiberNet of Ohio, LLC in the principal amount of $1,065,270 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by FiberNet of Virginia, Inc. in the principal amount of $285,810 as of March 31, 2013. Xxxxx Networks Inc. Enterprise Fleet Services $1,573,247 Approximately 136 fleet vehicles leased under capital leases Lumos Telephone Inc. Unites States of America, Rural Utilities Service of the United States Department of Agriculture Performance obligations All right property, assets, rights, privileges, licenses and franchises of the Grantee acquired by Grantee with the grant funds; all right, title and interest of Grantee in and to buildings, plant, works, improvements, structures, estates, grants, franchises, easements, rights, privileges and properties and all other property of every kind, nature, and description, used, useful, or acquired by the Grantee with grant funds; all right, title, and interest of the Grantee in, to and under all personal property and fixtures acquired with grant funds including without limitation all goods, software and proceeds; all right, title and interest of the Grantee in, to and under any and all books, records and correspondence relating to the Pledged Property, including, but not limited to, all records, ledgers, leases, computer and automatic machinery, software, programs, databases, disc or tape files, print-outs, batches, runs and other electronically-prepared information indicating, summarizing, evidencing or otherwise necessary or helpful in the collection or realization of the Collateral Lumos Networks LLC Toshiba America Business Solutions, Inc. $16,212 Leased property UCC Financing Statements Evidencing Such Liens: Lumos Telephone Inc. Unites States of America, Rural Utilities Service of the United States Department of Agriculture 1011303993-3/Virginia State Corporation Commission Lumos Networks LLC Toshiba America Business Solutions, Inc. 201038285597/West Virginia Secretary of State UCC Financing Statement No. 200600915621 filed with the West Virginia Secretary of State naming FiberNet L.L.C. as debtor Cisco Systems Capital Corporation as secured party, which shall be terminated pursuant to the Post-Closing Letter. None. Xxxxxxxx Land Corporation Lumos Networks LLC 0000 Xxxxxxxxxx Xxxxxx, Xxxxxxxxxx, XX Xxxxxx of Kanawha 4/05 5/31/10 (with 2 additional 5 year options to renew) No No No $1,136,100 NTELOS Communications Inc. Lumos Networks of West Virginia Inc. 000 Xxxxxxx Xxxxxx, Charleston, WV County of Kanawha 10/31/11 12/31/13 No No Yes $4,692,158 The Xxxxxx Partnership Lumos Networks LLC 000 Xxxx Xxxxxxxx Way, Charleston, WV County of Kanawha 4/1/1993 3/31/16 No No No $1,455,834 None. NTELOS Net LLC Valley Network Partnership n/a 20% 20% Roanoke & Botetourt Network LLC Valley Network Partnership n/a 20% 20% Intercompany receivable held by Lumos Networks Operating Company owing by Lumos Media Inc. in the principal amount of $2,136,155 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by Lumos Networks of West Virginia Inc. the principal amount of $28,001,856 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by Lumos FiberNet Inc. in the principal amount of $176,929,638 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by Lumos Networks LLC in the principal amount of $1,712,238 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by FiberNet Telecommunications of Pennsylvania, LLC in the principal amount of $2,915,828 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by FiberNet of Ohio, LLC in the principal amount of $1,065,270 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by FiberNet of Virginia, Inc. in the principal amount of $285,810 as of March 31, 2013. None.Loans 16
Appears in 1 contract
Samples: Third Amendment and Confirmation Agreement (ATN International, Inc.)
COBANK. ACB, as Administrative Agent, Collateral Agent, Lead Arranger, Bookrunner, Issuing Bank Lender, Swingline Lender and a Lender NameBy: /s/ Xxxxxx Xxxxxxx Title: X. Xxxx Xxxxxx X. Xxxx Senior Vice President ROYAL BANK OF CANADA, as Documentation Agent Syndication Agent, Bookrunner, Lead Arranger and as a Lender By: /s/ D.W. Xxxxx Xxxxxxx Name: D.W. Xxxxx Xxxxxxx Title: Authorized Signatory UNION BANK, N.A., as Documentation Agent Agent, Lead Arranger and a Lender By: /s/ Xxxxxx Xxxxxxxxx Name: Xxxxxx Xxxxxxxxx Title: FIFTH THIRD BANK, as Syndication Agent and a Lender Name: Title: XXXXX BROTHERS XXXXXXXXAssistant Vice President RBC BANK (USA), as a Lender NameBy: Title: XXXXXXX BANK, /s/ Xxxxxxx Xxxxxxxx Xxxxxxx Xxxxxxxx Market Executive — National Division U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: BRANCH BANKING AND TRUST COMPANYVice President XXXXXXX XXXXX BANK, FSB, as a Lender By: /s/ Xxxxxxxxx X. Xxxx Name: Xxxxxxxxx X. Xxxx Title: Xxxxxxx BankSenior Vice President BANK OF THE WEST, National Association $3,294,118.00 $9,058,824.00 $1,647,058.00 -- Xxxxxxx Bank City Place 000 as a Lender By: /s/ Xxxxxx XxxxxxXxxxx Xxxxxx Xxxxx Vice President XXXXX BROTHERS XXXXXXXX & CO., 0xx Xxxxxas a Lender By: /s/ Xxxxx X. Xxxxx Name: Xxxxx X. Xxxxx Title: SVP FARM CREDIT BANK OF TEXAS, Xxxxxxxxas a Voting Participant By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Vice President FARM CREDIT SERVICES OF AMERICA, XX 00000 Xxxxxxx Bank City Place 000 FLCA, as a Voting Participant By: /s/ Xxxx Xxxxx Xxxx Xxxxx Vice President NORTHWEST FARM CREDIT SERVICES, as a Voting Participant By: /s/ Xxxxxx Xxxxxx, 0xx Xxxxx, Xxxxxxxx, XX 00000 TOTAL $100,000,000.00 $275,000,000.00 $50,000,000.00 $10,000,000.00 Farm Credit Bank of Texas CoBank, ACB 4801 Plaza on the Xxxx Xxxxx, Xxxxxx, XX 00000 AgFirst Farm Credit Bank CoBank, ACB 0000 Xxxxxxx Xxxxxx, Xxxxxxxx, XX 00000 GreenStone Farm Credit Services, ACA/FLCA CoBank, ACB 0000 Xxxx Xxxx, Xxxx Xxxxxxx, XX 00000 AgStar Financial Services, FLCA CoBank, ACB 0000 Xxxxxxx Xxxxx, Xxxxxxx, XX 00000 1st Farm Credit Services, FLCA CoBank, ACB 0000 Xxxxxxxxx Xxxxx, Xxxxxx, XX 00000 United Xxxxx Xxxxxx Xxxxx Account Manager UNITED FCS, FLCA, d/b/a FCS Commercial Finance Group COMMERCIAL FINANCE GROUP, as a Voting Participant By: /s/ Xxxxxx Xxxxxx Xxxxxx Xxxxxx Vice President FCS FINANCIAL, FLCA, as a Voting Participant By: /s/ Xxxx Uniterreiner Xxxx Uniterreiner Senior Lending Officer FARM CREDIT SERVICES OF THE MOUNTAIN PLAINS, FLCA, as a Voting Participant By: /s/ Xxxxxxx X. Xxxxxxxx Xxxxxxx X. Xxxxxxxx Senior Vice President CoBank, ACB 000 $ 16,871,212.00 49.621211765 % $ 40,000,000.00 100 % $ 74,128,788.00 39.015151579 % $ 131,000,000.00 49.000000000 % Royal Bank of Canada $ 3,863,636.00 11.000000000 % $ 0.00 — $ 26,136,364.00 13.755981053 % $ 30,000,000.00 11.363636364 % RBC Bank (USA) $ 1,287,879.00 3.787879412 % $ 0.00 — $ 8,712,121.00 4.585326842 % $ 10,000,000.00 3.787878788 % Union Bank, N.A. $ 4,378,788.00 12.878788235 % $ 0.00 — $ 29,621,212.00 15.590111579 % $ 34,000,000.00 12.878787879 % U.S. Bank National Association $ 2,318,182.00 6.818182353 % $ 0.00 — $ 15,681,818.00 8.253588421 % $ 18,000,000.00 6.818181818 % Xxxxxxx Xxxxx Xxxxxxx 000Bank, FSB $ 2,318,182.00 6.818182353 % $ 0.00 — $ 15,681,818.00 8.253588421 % $ 18,000,000.00 6.818181818 % Bank of the West $ 1,674,242.00 4.924241176 % $ 0.00 — $ 11,325,758.00 5.960925263 % $ 13,000,000.00 4.924242424 % Xxxxx 000, Xxxxxxxxxxx, XX 00000 Frontier Farm Credit, ACA Brothers Xxxxxxxx & Co. $ 1,287,879.00 3.787879412 % $ 0.00 — $ 8,712,121.00 4.585326842 % $ 10,000,000.00 3.787878788 % All Lenders $ 34,000,000.00 100.000000000 % $ 40,000,000.00 100.000000000 % $ 190,000,000.00 100.000000000 % $ 264,000,000.00 100.000000000 % CoBank, ACB 0000 X. Xxxx $ 16,871,212.00 49.621211765 % $ 0.00 — $ 114,128,788.00 49.621212173 % $ 131,000,000.00 49.000000000 % Royal Bank of Canada $ 3,863,636.00 11.000000000 % $ 0.00 — $ 26,136,364.00 11.363636522 % $ 30,000,000.00 11.363636364 % RBC Bank (USA) $ 1,287,879.00 3.787879412 % $ 0.00 — $ 8,712,121.00 3.787878696 % $ 10,000,000.00 3.787878788 % Union Bank, N.A. $ 4,378,788.00 12.878788235 % $ 0.00 — $ 29,621,212.00 12.878787826 % $ 34,000,000.00 12.878787879 % U.S. Bank National Association $ 2,318,182.00 6.818182353 % $ 0.00 — $ 15,681,818.00 6.818181739 % $ 18,000,000.00 6.818181818 % Xxxxxxx Xxxxx XxxxBank, XxxxxxxxxFSB $ 2,318,182.00 6.818182353 % $ 0.00 — $ 15,681,818.00 6.818181739 % $ 18,000,000.00 6.818181818 % Bank of the West $ 1,674,242.00 4.924241176 % $ 0.00 — $ 11,325,758.00 4.924242609 % $ 13,000,000.00 4.924242424 % Xxxxx Brothers Xxxxxxxx & Co. $ 1,287,879.00 3.787879412 % $ 0.00 — $ 8,712,121.00 3.787878696 % $ 10,000,000.00 3.787878788 % All Lenders $ 34,000,000.00 100.000000000 % $ 0.00 0.00 % $ 230,000,000.00 100.000000000 % $ 264,000,000.00 100.000000000 % None. SureWest Communications California SureWest Kansas Holdings, XX 00000 Northwest Farm Credit ServicesInc. Delaware SureWest Kansas, FLCA CoBank, ACB 0000 X. Xxxxxxxx Xxxxxx, Xxxxxxx, XX 00000 Farm Credit West, FLCA CoBank, ACB 0000 X. Xxxx Xxxxxx, Xxxxxxx, XX 00000 Farm Credit Mid-America, FLCA CoBank, ACB 0000 XXX Xxxxx, Xxxxxxxxxx, XX 00000 American AgCredit, FLCA CoBank, ACB 0000 Xxxx 00xx Xxxxxx, Xxxxxxx, XX 00000 Farm Credit East, ACA CoBank, ACB 000 Xxxxx Xxxx, Xxxxxxx, XX 00000 AgHeritage Farm Credit Services, FLCA CoBank, ACB 000 Xxxx 0xx Xxxxxx, Xxxxx 000, Xxxxxx Xxxx, XX 00000 Farm Credit Services of America, FLCA CoBank, ACB 0000 X. 000xx Xxxxxx, Xxxxx, XX 00000 MidAtlantic Farm Credit, FLCA CoBank, ACB 00 Xxxxxxx Xxxxx, Xxxxxxxxxxx, XX 00000 AgChoice Farm Credit, FLCA CoBank, ACB 000 Xxxx Xxxxx Xxxxxxxxx, Xxxxxxxxxxxxx, XX 00000 Badgerland Financial, FLCA CoBank, ACB 0000 X Xxxxxxxxxx Xxxxxx, Xxxxxxx, XX 00000 Lumos Media Inc. NTELOS Net LLC Lumos Networks Inc. Lumos Networks of West Virginia Inc. Mountaineer TelecommunicationsDelaware SureWest Telephone California SureWest Kansas Connections, LLC Lumos Networks LLC FiberNet of OhioDelaware SureWest Kansas Licenses, LLC FiberNet Telecommunications of PennsylvaniaDelaware SureWest Kansas Operations, LLC Roanoke & Botetourt Network LLC FiberNet of Virginia, Inc. Lumos FiberNet Inc. Lumos Payroll Corp. Lumos Networks Operating Company Lumos Payroll Corp. Virginia 100 100 shares of Common Stock 100% Lumos Networks Operating Company Lumos Media Inc. Virginia 1,000 10 shares of Common Stock 100% Lumos Networks Operating Company Lumos Telephone Inc. Virginia 1,800,000 1,419,134 shares of Common Stock 100% Lumos Networks Operating Company Lumos Telephone of Botetourt Inc. Virginia 50,000 39,501 shares of Common Stock 100% Lumos Networks Operating Company Lumos Networks Inc. Virginia 300,000 171,283 shares of Common Stock 100% Lumos Networks Operating Company Lumos Networks of West Virginia Inc. Virginia 25,000 10 shares of Common Stock 100% Lumos Networks Operating Company Lumos FiberNet Inc. Virginia 1,000 100 shares of Common Stock 100% Lumos Telephone Inc. Lumos Telephone of Virginia LLC Virginia n/a 100% 100% Lumos Telephone LLC Virginia Independent Telephone Alliance, L.C. Virginia n/a 44.7% 44.7% Lumos Telephone of Botetourt Inc. R&B Telephone LLC Virginia n/a 50% 50% R&B Telephone LLC Virginia Independent Telephone Alliance, L.C. Virginia n/a 9% 9% Lumos Networks Inc. NETLOS Net LLC Virginia n/a 100% 100% Lumos FiberNet Inc. Mountaineer TelecommunicationsDelaware SureWest Kansas Purchasing, LLC West Virginia n/a 100% 100% Mountaineer Telecommunications, LLC Lumos Networks LLC West Virginia n/a 100% 100% Mountaineer Telecommunications, LLC FiberNet of Ohio, LLC Ohio n/a 100% 100% Mountaineer Telecommunications, LLC FiberNet Telecommunications of Pennsylvania, LLC Pennsylvania n/a 100% 100% Mountaineer Telecommunications, LLC FiberNet of Virginia Inc. Virginia n/a 100% 100% Lumos Networks Inc. Roanoke & Botetourt Network LLC Virginia n/a 100% 100% Maryland Public Service Commission Pennsylvania Public Utility Commission Public Service Commission of West Virginia Lumos Networks Retirement Plan Lumos Telephone Inc. Lumos Networks of West Virginia Inc. R&B Telephone Company Lumos Networks Operating Company Lumos FiberNet Inc. Lumos Networks Inc. All full-time regular employees hired before 10/1/03 who have attained age 21, eligible the first day of the month following 1 year of employment (frozen to new participants. All benefit accruals frozen as of December 31, 2012.) 7/1/76 2/26/09 A routine Virginia sales tax examination is currently being conducted by the Virginia Department of Taxation for all Loan Parties and Subsidiaries operating in Virginia. Enterprise Leasing Company of Norfolk d/b/a Enterprise Fleet Services – 136 individual capitalized vehicle leases $1,573,247 2018 Lease Agreement between Lumos Networks LLC and Toshiba America Business Solutions, Inc. $16,212 July 2013 Amortization Schedule (as of the Closing Date) for Surviving Debt: Repayment Schedule Capital Lease Obligations (Enterprise) Total Payments Remainder of 2013 449,095 449,095 2014 412,183 412,183 2015 349,313 349,313 2016 236,667 236,667 2017 103,552 103,552 2018 22,437 22,437 1,573,247 1,573,247 Intercompany receivable held by Lumos Networks Operating Company owing by Lumos Media Inc. in the principal amount of $2,136,155 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by Lumos Networks of West Virginia Inc. the principal amount of $28,001,856 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by Lumos FiberNet Inc. in the principal amount of $176,929,638 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by Lumos Networks LLC in the principal amount of $1,712,238 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by FiberNet Telecommunications of Pennsylvania, LLC in the principal amount of $2,915,828 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by FiberNet of Ohio, LLC in the principal amount of $1,065,270 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by FiberNet of Virginia, Inc. in the principal amount of $285,810 as of March 31, 2013. Xxxxx Networks Inc. Enterprise Fleet Services $1,573,247 Approximately 136 fleet vehicles leased under capital leases Lumos Telephone Inc. Unites States of America, Rural Utilities Service of the United States Department of Agriculture Performance obligations All right property, assets, rights, privileges, licenses and franchises of the Grantee acquired by Grantee with the grant funds; all right, title and interest of Grantee in and to buildings, plant, works, improvements, structures, estates, grants, franchises, easements, rights, privileges and properties and all other property of every kind, nature, and description, used, useful, or acquired by the Grantee with grant funds; all right, title, and interest of the Grantee in, to and under all personal property and fixtures acquired with grant funds including without limitation all goods, software and proceeds; all right, title and interest of the Grantee in, to and under any and all books, records and correspondence relating to the Pledged Property, including, but not limited to, all records, ledgers, leases, computer and automatic machinery, software, programs, databases, disc or tape files, print-outs, batches, runs and other electronically-prepared information indicating, summarizing, evidencing or otherwise necessary or helpful in the collection or realization of the Collateral Lumos Networks LLC Toshiba America Business Solutions, Inc. $16,212 Leased property UCC Financing Statements Evidencing Such Liens: Lumos Telephone Inc. Unites States of America, Rural Utilities Service of the United States Department of Agriculture 1011303993-3/Virginia State Corporation Commission Lumos Networks LLC Toshiba America Business Solutions, Inc. 201038285597/West Virginia Secretary of State UCC Financing Statement No. 200600915621 filed with the West Virginia Secretary of State naming FiberNet L.L.C. as debtor Cisco Systems Capital Corporation as secured party, which shall be terminated pursuant to the Post-Closing Letter. None. Xxxxxxxx Land Corporation Lumos Networks LLC 0000 Xxxxxxxxxx Xxxxxx, Xxxxxxxxxx, XX Xxxxxx of Kanawha 4/05 5/31/10 (with 2 additional 5 year options to renew) No No No $1,136,100 NTELOS Communications Inc. Lumos Networks of West Virginia Inc. 000 Xxxxxxx Xxxxxx, Charleston, WV County of Kanawha 10/31/11 12/31/13 No No Yes $4,692,158 The Xxxxxx Partnership Lumos Networks LLC 000 Xxxx Xxxxxxxx Way, Charleston, WV County of Kanawha 4/1/1993 3/31/16 No No No $1,455,834 None. NTELOS Net LLC Valley Network Partnership n/a 20% 20% Roanoke & Botetourt Network LLC Valley Network Partnership n/a 20% 20% Intercompany receivable held by Lumos Networks Operating Company owing by Lumos Media Inc. in the principal amount of $2,136,155 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by Lumos Networks of West Virginia Inc. the principal amount of $28,001,856 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by Lumos FiberNet Inc. in the principal amount of $176,929,638 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by Lumos Networks LLC in the principal amount of $1,712,238 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by FiberNet Telecommunications of Pennsylvania, LLC in the principal amount of $2,915,828 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by FiberNet of Ohio, LLC in the principal amount of $1,065,270 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by FiberNet of Virginia, Inc. in the principal amount of $285,810 as of March 31, 2013. None.Delaware California Delaware Missouri Kansas
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COBANK. ACB, as Administrative Agent, Collateral Agent, Lead Arranger, BookrunnerSwingline Lender, an Issuing Bank Lender and a Lender NameBy: Xxxxxx Xxxxxxx Title: /s/ Xxxx Xxxx Xxxx Xxxx Vice President ROYAL BANCO POPULAR DE PUERTO RICO, as a Lender By: /s/ Xxx X. Xxxxx Xxx X. Xxxxx Senior Vice President & Region Manager, Loans and Credit Administration BANK OF CANADAAMERICA, N.A., as Co-Syndication Agent and as a Lender By: /s/ Xxxx X. Xxxxxxx Xxxx X. Xxxxxxx Senior Vice President XXXXX BROTHERS XXXXXXXX & CO., as a Lender By: /s/ Xxxxx Xxxxx Xxxxx Xxxxx Senior Vice President DEUTSCHE BANK TRUST COMPANY AMERICAS, as Co-Documentation Agent and as a Lender By: /s/ Xxxxxxx Xxxxxxxx Xxxxxxx Xxxxxxxx Vice President By: /s/ Xxxxxxxxxx Xxxxxx Xxxxxxxxxx Xxxxxx Director FIFTH THIRD BANK, as a Lender By: /s/ Xxxxxxx Xxxxxxxx Xxxxxxx Xxxxxxxx Vice President XXXXXXX XXXXX BANK, FSB, as a Lender By: /s/ Xxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxxxx Vice President – Senior Corporate Banker TD BANK, N.A., as Co-Syndication Agent and as a Lender By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Director UNION BANK, N.A., as Co-Documentation Agent and as a Lender NameBy: Title: FIFTH THIRD BANK/s/ Xxxxx Xxxx Xxxxx Xxxx Vice President AGCHOICE FARM CREDIT, as Syndication Agent and a Lender Name: Title: XXXXX BROTHERS XXXXXXXXFLCA, as a Lender Namevoting participant By: Title/s/ Xxxx Xxxxxxxxxx Xxxx Xxxxxxxxxx Vice President AGFIRST FARM CREDIT BANK as a voting participant By: XXXXXXX BANK/s/ Xxxxx Xxxxxxx Xxxxx Xxxxxxx Vice President AGSTAR FINANCIAL SERVICES, NATIONAL ASSOCIATIONFLCA as a voting participant By: /s/ Xxxx Xxxxxxxx Xxxx Xxxxxxxx Vice President FARM CREDIT BANK OF TEXAS, as a Lender Namevoting participant By: Title: BRANCH BANKING AND TRUST COMPANY/s/ Xxxxxx X. Xxxxxx Xxxxxx X. Xxxxxx Vice President UNITED FCS, FLCA DBA FCS COMMERCIAL FINANCE GROUP as a Lender Namevoting participant By: Title: Xxxxxxx Bank, National Association $3,294,118.00 $9,058,824.00 $1,647,058.00 -- Xxxxxxx Bank City Place 000 /s/ Xxxxxx Xxxxxx, 0xx Xxxxx, Xxxxxxxx, XX 00000 Xxxxxxx Bank City Place 000 Xxxxxx Xxxxxx, 0xx Xxxxx, Xxxxxxxx, XX 00000 TOTAL $100,000,000.00 $275,000,000.00 $50,000,000.00 $10,000,000.00 Farm Credit Bank of Texas CoBank, ACB 4801 Plaza on the Xxxx Xxxxx, Xxxxxx, XX 00000 AgFirst Farm Credit Bank CoBank, ACB 0000 Xxxxxxx Xxxxxx, Xxxxxxxx, XX 00000 GreenStone Farm Credit Services, ACA/FLCA CoBank, ACB 0000 Xxxx Xxxx, Xxxx Xxxxxxx, XX 00000 AgStar Financial ServicesXxxxxx Xxxxxx Assistant Vice President FARM CREDIT SERVICES OF AMERICA, FLCA CoBank, ACB 0000 Xxxxxxx Xxxxx, Xxxxxxx, XX 00000 1st Farm Credit Servicesas a voting participant By: /s/ Xxxx Xxxxx Xxxx Xxxxx Vice President GREENSTONE FARM CREDIT SERVICES, FLCA CoBank, ACB 0000 Xxxxxxxxx Xxxxx, Xxxxxx, XX 00000 United FCS, FLCA, d/b/as a FCS Commercial Finance Group CoBank, ACB 000 Xxxxx Xxxxxxx 000, Xxxxx 000, Xxxxxxxxxxx, XX 00000 Frontier Farm Credit, ACA CoBank, ACB 0000 X. voting participant By: /s/ Xxxx Xxxxx Xxxx, Xxxxxxxxx, XX 00000 Northwest Farm Credit Services, FLCA CoBank, ACB 0000 X. Xxxxxxxx Xxxxxx, Xxxxxxx, XX 00000 Farm Credit West, FLCA CoBank, ACB 0000 X. Xxxxxx Xxxx Xxxxxx, Xxxxxxx, XX 00000 Farm Credit Mid-America, FLCA CoBank, ACB 0000 XXX Xxxxx, Xxxxxxxxxx, XX 00000 American AgCredit, FLCA CoBank, ACB 0000 Xxxx 00xx Xxxxxx, Xxxxxxx, XX 00000 Farm Credit East, ACA CoBank, ACB 000 Xxxxx Xxxx, Xxxxxxx, XX 00000 AgHeritage Farm Credit Services, FLCA CoBank, ACB 000 Xxxx 0xx Xxxxxx, Xxxxx 000, Xxxxxx Xxxx, XX 00000 Farm Credit Services of America, FLCA CoBank, ACB 0000 X. 000xx Xxxxxx, Xxxxx, XX 00000 MidAtlantic Farm Credit, FLCA CoBank, ACB 00 Xxxxxxx Xxxxx, Xxxxxxxxxxx, XX 00000 AgChoice Farm Credit, FLCA CoBank, ACB 000 Xxxx Xxxxx Xxxxxxxxx, Xxxxxxxxxxxxx, XX 00000 Badgerland Financial, FLCA CoBank, ACB 0000 X Xxxxxxxxxx Xxxxxx, Xxxxxxx, XX 00000 Lumos Media Inc. NTELOS Net LLC Lumos Networks Inc. Lumos Networks of West Virginia Inc. Mountaineer Telecommunications, LLC Lumos Networks LLC FiberNet of Ohio, LLC FiberNet Telecommunications of Pennsylvania, LLC Roanoke & Botetourt Network LLC FiberNet of Virginia, Inc. Lumos FiberNet Inc. Lumos Payroll Corp. Lumos Networks Operating Company Lumos Payroll Corp. Virginia 100 100 shares of Common Stock 100% Lumos Networks Operating Company Lumos Media Inc. Virginia 1,000 10 shares of Common Stock 100% Lumos Networks Operating Company Lumos Telephone Inc. Virginia 1,800,000 1,419,134 shares of Common Stock 100% Lumos Networks Operating Company Lumos Telephone of Botetourt Inc. Virginia 50,000 39,501 shares of Common Stock 100% Lumos Networks Operating Company Lumos Networks Inc. Virginia 300,000 171,283 shares of Common Stock 100% Lumos Networks Operating Company Lumos Networks of West Virginia Inc. Virginia 25,000 10 shares of Common Stock 100% Lumos Networks Operating Company Lumos FiberNet Inc. Virginia 1,000 100 shares of Common Stock 100% Lumos Telephone Inc. Lumos Telephone of Virginia LLC Virginia n/a 100% 100% Lumos Telephone LLC Virginia Independent Telephone Alliance, L.C. Virginia n/a 44.7% 44.7% Lumos Telephone of Botetourt Inc. R&B Telephone LLC Virginia n/a 50% 50% R&B Telephone LLC Virginia Independent Telephone Alliance, L.C. Virginia n/a 9% 9% Lumos Networks Inc. NETLOS Net LLC Virginia n/a 100% 100% Lumos FiberNet Inc. Mountaineer Telecommunications, LLC West Virginia n/a 100% 100% Mountaineer Telecommunications, LLC Lumos Networks LLC West Virginia n/a 100% 100% Mountaineer Telecommunications, LLC FiberNet of Ohio, LLC Ohio n/a 100% 100% Mountaineer Telecommunications, LLC FiberNet Telecommunications of Pennsylvania, LLC Pennsylvania n/a 100% 100% Mountaineer Telecommunications, LLC FiberNet of Virginia Inc. Virginia n/a 100% 100% Lumos Networks Inc. Roanoke & Botetourt Network LLC Virginia n/a 100% 100% Maryland Public Service Commission Pennsylvania Public Utility Commission Public Service Commission of West Virginia Lumos Networks Retirement Plan Lumos Telephone Inc. Lumos Networks of West Virginia Inc. R&B Telephone Company Lumos Networks Operating Company Lumos FiberNet Inc. Lumos Networks Inc. All full-time regular employees hired before 10/1/03 who have attained age 21, eligible the first day of the month following 1 year of employment (frozen to new participants. All benefit accruals frozen as of December 31, 2012.) 7/1/76 2/26/09 A routine Virginia sales tax examination is currently being conducted by the Virginia Department of Taxation for all Loan Parties and Subsidiaries operating in Virginia. Enterprise Leasing Company of Norfolk d/b/a Enterprise Fleet Services – 136 individual capitalized vehicle leases $1,573,247 2018 Lease Agreement between Lumos Networks LLC and Toshiba America Business Solutions, Inc. $16,212 July 2013 Amortization Schedule (as of the Closing Date) for Surviving Debt: Repayment Schedule Capital Lease Obligations (Enterprise) Total Payments Remainder of 2013 449,095 449,095 2014 412,183 412,183 2015 349,313 349,313 2016 236,667 236,667 2017 103,552 103,552 2018 22,437 22,437 1,573,247 1,573,247 Intercompany receivable held by Lumos Networks Operating Company owing by Lumos Media Inc. in the principal amount of $2,136,155 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by Lumos Networks of West Virginia Inc. the principal amount of $28,001,856 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by Lumos FiberNet Inc. in the principal amount of $176,929,638 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by Lumos Networks LLC in the principal amount of $1,712,238 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by FiberNet Telecommunications of Pennsylvania, LLC in the principal amount of $2,915,828 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by FiberNet of Ohio, LLC in the principal amount of $1,065,270 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by FiberNet of Virginia, Inc. in the principal amount of $285,810 as of March 31, 2013. Xxxxx Networks Inc. Enterprise Fleet Services $1,573,247 Approximately 136 fleet vehicles leased under capital leases Lumos Telephone Inc. Unites States of America, Rural Utilities Service of the United States Department of Agriculture Performance obligations All right property, assets, rights, privileges, licenses and franchises of the Grantee acquired by Grantee with the grant funds; all right, title and interest of Grantee in and to buildings, plant, works, improvements, structures, estates, grants, franchises, easements, rights, privileges and properties and all other property of every kind, nature, and description, used, useful, or acquired by the Grantee with grant funds; all right, title, and interest of the Grantee in, to and under all personal property and fixtures acquired with grant funds including without limitation all goods, software and proceeds; all right, title and interest of the Grantee in, to and under any and all books, records and correspondence relating to the Pledged Property, including, but not limited to, all records, ledgers, leases, computer and automatic machinery, software, programs, databases, disc or tape files, print-outs, batches, runs and other electronically-prepared information indicating, summarizing, evidencing or otherwise necessary or helpful in the collection or realization of the Collateral Lumos Networks LLC Toshiba America Business Solutions, Inc. $16,212 Leased property UCC Financing Statements Evidencing Such Liens: Lumos Telephone Inc. Unites States of America, Rural Utilities Service of the United States Department of Agriculture 1011303993-3/Virginia State Corporation Commission Lumos Networks LLC Toshiba America Business Solutions, Inc. 201038285597/West Virginia Secretary of State UCC Financing Statement No. 200600915621 filed with the West Virginia Secretary of State naming FiberNet L.L.C. as debtor Cisco Systems Capital Corporation as secured party, which shall be terminated pursuant to the Post-Closing Letter. None. Xxxxxxxx Land Corporation Lumos Networks LLC 0000 Xxxxxxxxxx Xxxxxx, Xxxxxxxxxx, XX Xxxxxx of Kanawha 4/05 5/31/10 (with 2 additional 5 year options to renew) No No No $1,136,100 NTELOS Communications Inc. Lumos Networks of West Virginia Inc. 000 Xxxxxxx Xxxxxx, Charleston, WV County of Kanawha 10/31/11 12/31/13 No No Yes $4,692,158 The Xxxxxx Partnership Lumos Networks LLC 000 Xxxx Xxxxxxxx Way, Charleston, WV County of Kanawha 4/1/1993 3/31/16 No No No $1,455,834 None. NTELOS Net LLC Valley Network Partnership n/a 20% 20% Roanoke & Botetourt Network LLC Valley Network Partnership n/a 20% 20% Intercompany receivable held by Lumos Networks Operating Company owing by Lumos Media Inc. in the principal amount of $2,136,155 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by Lumos Networks of West Virginia Inc. the principal amount of $28,001,856 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by Lumos FiberNet Inc. in the principal amount of $176,929,638 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by Lumos Networks LLC in the principal amount of $1,712,238 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by FiberNet Telecommunications of Pennsylvania, LLC in the principal amount of $2,915,828 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by FiberNet of Ohio, LLC in the principal amount of $1,065,270 as of March 31, 2013. Intercompany receivable held by Lumos Networks Operating Company owing by FiberNet of Virginia, Inc. in the principal amount of $285,810 as of March 31, 2013. None.Vice President
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