EXHIBIT 99.4
FIRST AMENDMENT TO INVESTMENT AGREEMENT
THIS FIRST AMENDMENT (the "Amendment") to the Investment Agreement (the
"Agreement"), dated as of July 26, 2002, is made as of this [ ] day of [ ],
2002, by and among Leucadia National Corporation, a New York corporation
("Purchaser"), and Xxxxxxxx Communications Group, Inc., a Delaware corporation
(the "Company") and debtor-in-possession under chapter 11 of title 11 of the
United States Code in case No. 02-11957 (BRL), pending in the United States
Bankruptcy Court for the Southern District of New York, and Xxxxxxxx
Communications, LLC, a Delaware limited liability company and wholly owned
subsidiary of the Company. All capitalized terms not otherwise defined herein
shall have the meanings given to such terms in the Agreement.
NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties hereto agree as
follows:
1. Exhibits. Exhibits B and D to the Agreement shall be replaced and superceded
by the terms of Exhibits B and D, respectively, attached to this Amendment.
2. General Provisions. This Amendment shall be deemed to be a part of the
Agreement, to the same extent as set forth therein in its entirety, and all
other terms and provisions of the Agreement shall continue in full force and
effect.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed by their respective authorized officers as of the date and year
first written above.
XXXXXXXX COMMUNICATIONS GROUP, INC.
By: /s/ XXXXXX X. XXXXXX
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Name: Xxxxxx X. Xxxxxx
Title: President and Chief
Executive Officer
LEUCADIA NATIONAL CORPORATION
By: /s/ XXXXXX X. XXXX
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Name: Xxxxxx X. Xxxx
Title: Executive Vice President
XXXXXXXX COMMUNICATIONS, LLC
By: /s/ XXXXXX X. XXXXXX
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Name: Xxxxxx X. Xxxxxx
Title: President and Chief
Executive Officer
