EXHIBIT 10.8
THIRD AMENDMENT TO CREDIT AGREEMENT, LIMITED CONSENT AND
ASSUMPTION AGREEMENT
THIS THIRD AMENDMENT TO CREDIT AGREEMENT, LIMITED CONSENT AND ASSUMPTION
AGREEMENT (this "Amendment"), dated as of November 14, 2001, is among BASTET
BROADCASTING, INC., a Delaware corporation ("Bastet"), MISSION BROADCASTING OF
WICHITA FALLS, INC., a Delaware corporation ("Mission Wichita Falls" and
together with Bastet, collectively, the "Original Borrowers"), MISSION
BROADCASTING OF JOPLIN, INC., a Delaware corporation ("Mission Joplin" and
together with the Original Borrowers, collectively, the "Borrowers"), the
several Banks (as such term is defined in the hereinafter described Credit
Agreement) parties to this Amendment, and BANK OF AMERICA, N.A., as
Administrative Agent for the Banks (in such capacity, the "Administrative
Agent").
R E C I T A L S:
A. The Original Borrowers are parties to a Credit Agreement dated as of
January 12, 2001 (as amended by the First Amendment to Credit Agreement dated as
of May 17, 2001, the Second Amendment to Credit Agreement dated as of June 14,
2001, and as the same may be further amended, modified, restated, supplemented,
renewed, extended, increased, rearranged and/or substituted from time to time,
the "Credit Agreement") among the Original Borrowers, the Administrative Agent,
Barclays Bank PLC, as Syndication Agent, First Union National Bank, as
Documentation Agent, and the several Banks from time to time parties thereto.
Capitalized terms used and not otherwise defined herein shall have the meanings
ascribed to them in the Credit Agreement.
B. Each of the Original Borrowers is a direct Wholly-Owned Subsidiary of
Xxxxx Xxxxx ("Xxxxx").
C. Subsequent to the date of the Credit Agreement, Xxxxx formed Mission
Joplin as a Wholly-Owned Subsidiary.
D. The Original Borrowers and Mission Joplin have requested that Mission
Joplin be added as a "Borrower" under the Credit Agreement, as such term is
defined therein, subject to all liabilities and entitled to all privileges of a
Borrower thereunder, in exchange for Mission Joplin's assumptions of all
Obligations thereunder.
E. In addition, the Borrowers have advised the Administrative Agent that
they wish to effect the following transactions (the "Proposed Transactions"):
(i) the purchase by Mission Joplin of commercial television
broadcast station KODE-TV, Joplin, Missouri (the "Station") and all
related assets necessary to operate the Station (collectively, the
"Specified Assets"), from GOCOM Broadcasting of Joplin, LLC, a Delaware
limited liability company and GOCOM of Joplin License Sub, LLC, a
Delaware limited liability company (collectively, the "Sellers") for an
aggregate cash purchase price not to exceed $14,000,000, upon and subject
to the terms and conditions of a purchase and sale agreement and related
documents, each substantially in the form previously provided by the
Borrowers to the Administrative Agent (the "Asset Purchase Documents", and
the purchase of the Specified Assets, the "Proposed Asset Purchase");
(ii) the execution, delivery and performance by Mission Joplin and
the Sellers of a Time Brokerage Agreement with respect to the Station,
substantially in the form previously provided by the Borrowers to the
Administrative Agent (the "KODE TBA" ); and
(iii) the execution, delivery and performance by Mission Joplin and
Nexstar Broadcasting of Joplin L.L.C. ("Nexstar Joplin") of a Shared
Services Agreement with respect to the Station, substantially in the form
previously provided by the Borrowers to the Administrative Agent (the
"KODE SSA").
F. The written consent of Majority Banks is required prior to the
consummation of the Proposed Transactions pursuant to Section 8.04(d) of the
Credit Agreement inasmuch as the Consolidated Total Leverage Ratio immediately
prior to the consummation of such transactions is greater than 5:00:1:00.
G. Accordingly, the Borrowers have further requested that the Banks (i)
consent to the consummation of the Proposed Transactions and (ii) in connection
therewith, increase the Aggregate Commitments under the Credit Agreement from
$43,000,000 to $58,000,000, in each case as more fully set forth herein.
H. The several Banks party to this Amendment are willing to consent to the
Proposed Transactions and to amend the Credit Agreement as set forth herein,
subject in each case to the performance and observance in full of each of the
terms and conditions and in reliance upon the representations and warranties of
the Borrowers set forth hereinbelow.
NOW, THEREFORE, in consideration of the premises and the covenants, terms,
conditions, representations and warranties herein contained, the parties hereto
agree hereby as follows:
Section 1. AMENDMENTS. Subject to the covenants, terms and conditions set
forth herein and in reliance upon the representations and warranties of the
Borrowers herein contained, the Borrowers and the several Banks parties to this
Amendment hereby agree to amend the Credit Agreement as of the Amendment
Effective Date (as hereinafter defined) as follows:
(a) Amendment to Add Additional Borrower. The Credit Agreement is hereby
amended to add Mission Joplin as a Borrower for all purposes thereunder.
Pursuant to such addition, Mission Joplin, the Original Borrowers, the Banks and
the Administrative Agent are each hereby bound from and after the Amendment
Effective Date by all of the provisions of the Credit Agreement, and for all
purposes the provisions of the Credit Agreement shall pertain to
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Mission Joplin as a Borrower thereunder to the same extent as if Mission Joplin
had originally been a party thereto.
(b) Amendment to Definition of Borrower. Pursuant to the amendment
contained in Section 1(a) above, the definitions of "Borrower" and "Borrowers"
contained in the preamble and Section 1.01 of the Credit Agreement are amended
to include Mission Joplin.
(c) Amendment to Increase Commitments. Schedule 2.01 to the Credit
Agreement is hereby deleted in its entirety and Schedule 2.01 attached hereto is
inserted in lieu thereof and the Commitments of the Banks are hereby increased
as reflected therein.
(d) Amendment to Definition of Loan Documents. Section 1.01 is amended by
inserting the following proviso at the end of the existing definition of "Loan
Documents":
"provided, that, for the purposes of Sections 9.02 and 12.01 of this
Agreement, the term "Loan Documents" shall not include any Interest Rate
Protection Agreement with any Bank or any Affiliate of any Bank"
(e) Amendment to Section 12.07. Section 12.07(a) is amended by inserting
the following sentence to the end thereof:
"The Borrowers and the Administrative Agent hereby grant the consent
required by the immediately preceding sentence with respect to any
assignment that any Bank may from time to time make to any Affiliate or
any Related Fund of such Bank or any assignment that any Bank may from
time to time to any other Bank or any Affiliate or Related Fund of any
other Bank provided that the Borrowers and the Administrative Agent are
each given at least three (3) Business Days' written notice prior to the
effective date of such assignment."
The amendments set forth in this Section 1 are limited to the extent
specifically set forth above and no other terms, covenants or provisions of the
Credit Agreement are intended to be effected hereby.
Section 2. ASSUMPTION. Mission Joplin hereby expressly and unconditionally
ratifies and assumes (a) all of the Obligations of the Borrowers under the
Credit Agreement, including, without limitation, the Borrowers' obligations
under Sections 2.01. 2.07, 2.12, 10.01 and 12.05 of the Credit Agreement, as if
Mission Joplin had been an original party to the Credit Agreement and (b) the
due and punctual performance and observance of all of the obligations to be
performed and provisions to be observed by the Borrowers under the Credit
Agreement. Mission Joplin specifically acknowledges and agrees that such
assumption pertains to all Obligations under the Credit Agreement
notwithstanding that a portion of such Obligations are outstanding prior to the
effective date of this Amendment.
Section 3. LIMITED CONSENT. Subject to the terms and conditions set forth
in this Amendment, and in reliance upon the representations and warranties of
the Borrowers made herein, the several Banks parties to this Amendment hereby:
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(a) consent to (i) the Proposed Asset Purchase pursuant to and in
accordance with the Asset Purchase Documents for an aggregate cash
purchase price of not more than $14,000,000, and (ii) the execution,
delivery and performance by Mission Joplin of the KODE TBA and the KODE
SSA, each of which consents is granted pursuant to and in satisfaction of
the consent requirements set forth in Section 8.04(d) of the Credit
Agreement, provided, that (i) the Borrowers and the Proposed Transactions
otherwise comply in all respects with all other requirements set forth in
such Section 8.04(d) and all other requirements set forth elsewhere in the
Credit Agreement or in any of the other Loan Documents, and (ii) any
revisions to any of the Asset Purchase Documents, the KODE TBA or the KODE
SSA from the forms previously provided by the Borrowers to the
Administrative Agent, and any additional agreements or instruments
executed in connection therewith, shall be in form and substance
satisfactory to the Administrative Agent, in its sole discretion;
(b) consent to the execution, delivery and performance by the
parties thereto of the First Amendment to Amended and Restated Credit
Agreement and Limited Consent dated as of even date herewith relative to
the Nexstar Credit Agreement (the "Nexstar Amendment"), and all
transactions described therein.
The consents set forth in this Section 3 are limited to the extent specifically
set forth above and no other terms, covenants or provisions of the Credit
Agreement are intended to be effected hereby.
Section 4. CONDITIONS PRECEDENT. The parties hereto agree that the
consents contained herein shall not be effective until the satisfaction of each
of the following conditions precedent:
(a) Execution and Delivery of this Amendment. The Administrative Agent
shall have received a copy of this Amendment executed and delivered by each of
the applicable Credit Parties and by all Banks necessary for the effectiveness
of each of the amendments and consents set forth herein pursuant to Section
12.01 of the Credit Agreement.
(b) Representations and Warranties. Each of the representations and
warranties made in this Amendment shall be true and correct on and as of the
Amendment Effective Date as if made on and as of such date, both before and
after giving effect to this Amendment.
(c) Effectiveness of First Amendment to Nexstar Credit Agreement. All
conditions precedent to the effectiveness to the First Amendment to Credit
Agreement and Limited Consent dated as of even date herewith concerning the
Nexstar Credit Agreement (the "Nexstar Amendment") shall have been satisfied in
a manner reasonably satisfactory to the Administrative Agent of such credit
facility.
(d) Amended and Restated Promissory Notes. All Banks that previously
requested and received promissory notes pursuant to Section 2.02(b) of the
Credit Agreement shall have received amended and restated promissory notes
executed and delivered by the Borrowers,
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which promissory notes reflect a face amount equal to the Commitment of such
Bank under the Credit Agreement, as increased by this Amendment, and are
otherwise in a form prescribed by the Administrative Agent. Such Notes shall be
secured by and entitled to all of the rights and benefits of the Credit
Agreement and the other Loan Documents.
(e) Legal Opinions and Additional Loan Documentation. The Administrative
Agent shall have received each of the items set forth in this Section 4(e)
below, each in form and substance reasonably satisfactory to the Administrative
Agent and the Banks with increased Commitments hereunder and in sufficient
copies for each such Bank:
(i) Legal Opinions.
(A) An opinion of Xxxxx & Xxxxxx, counsel to the
Borrowers, addressed to the Administrative Agent and the Banks,
which opinion shall cover such matters incident to the transactions
contemplated herein and in the other Loan Documents as the
Administrative Agent may reasonably request and shall be in form and
substance reasonably satisfactory to the Administrative Agent; and
(B) an opinion of Xxxxxxxx & Xxxxx, counsel to the
Nexstar Entities and special counsel to the Borrowers, addressed to
the Administrative Agent and the Banks, which opinion shall cover
such matters incident to the transactions contemplated herein and in
the other Loan Documents as the Administrative Agent may reasonably
request and shall be in form and substance reasonably satisfactory
to the Administrative Agent.
(ii) Closing Certificates. A Closing Certificate of each Credit
Party, dated as of the Amendment Effective Date, substantially in the form
of Exhibit J to the Credit Agreement, duly executed by a Responsible
Officer and the Secretary or any Assistant Secretary of each Credit Party,
together with:
(A) original certificates of existence and good
standing, dated not more than 10 days prior to the Amendment
Effective Date, from appropriate officials of each Credit Party's
respective state of incorporation or organization and certificates
of good standing and authority to do business, dated not more than
10 days prior to Amendment Effective Date, from appropriate
officials of any and all jurisdictions where each Credit Party's
property or business makes qualification to transact business
therein necessary and where the failure to be so qualified could
reasonably be expected to have a Material Adverse Effect;
(B) copies of Board Resolutions of each Credit Party
approving the Loan Documents to which such Credit Party is a party
and authorizing the transactions contemplated herein and therein,
duly adopted at a meeting of, or by the unanimous written consent
of, the Board of Directors of such Credit Party; and
(C) a copy of all Charter Documents of each Credit
Party. The articles/certificate of incorporation (or equivalent
limited liability company document) of each Credit Party shall be
accompanied by an original certificate
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issued by the Secretary of the State of incorporation or
organization of such Credit Party, dated not more than 10 days prior
to the Amendment Effective Date, certifying that such copy is
correct and complete.
(iii) Mission Joplin Loan Documents. Such amendments and joinders to
the existing Loan Documents and such additional Loan Documents as the
Administrative Agent shall request, including, without limitation, a
Joinder to Pledge Agreement, a Joinder to Security Agreement and such
other Security Documents as are requested by the Collateral Agent in order
grant to the Collateral Agent, for the benefit of the Banks, a duly
perfected, first priority security interest in and Lien on all real and
personal property of Mission Joplin and a duly perfected, first priority
pledge of the Capital Securities of Mission Joplin.
(iv) Other Documents. Such other approvals, opinions or documents,
including financing statements, as the Administrative Agent or any Bank
may request.
(f) Fees and Expenses. The Administrative Agent shall have received for
its own account and for the account of each Bank party to this Amendment, an
amendment fee for each Bank party to this Amendment (collectively, the
"Amendment Fees") in an amount equal to the product of (i) 0.125%, multiplied
by, (ii) the sum of the amount of such Bank's Commitment, as computed on the
Amendment Effective Date after to giving effect to any increases to such Bank's
Commitment hereunder. The Amendment Fees shall be nonrefundable and shall be
deemed to have been earned in full when this Amendment has been executed and
delivered to the Administrative Agent by the Borrowers and Lenders constituting
the Majority Lenders, whether or not the Amendment Effective Date occurs. In
addition, the Borrowers shall pay the estimated fees, costs and out-of-pocket
expenses incurred by counsel to the Administrative Agent in connection with the
preparation, negotiation, execution and delivery of this Amendment, the
Bastet/Mission Amendment, and all transaction contemplated hereby and thereby.
Section 5. REPRESENTATIONS AND WARRANTIES. To induce the Administrative
Agent and the several Banks parties hereto to enter into this Amendment and to
agree to grant the consents and make the amendments contained herein and in the
Nexstar Amendment, each of the Borrowers represents and warrants to the
Administrative Agent and the Banks as follows:
(a) Authorization; No Contravention. The execution, delivery and
performance by the Borrowers of this Amendment have been duly authorized by all
necessary partnership, corporate or limited liability company action, as
applicable, and do not and will not (i) contravene the terms of any Charter
Documents of the Borrowers, (ii) conflict with or result in any breach or
contravention of, or the creation of any Lien under, any document evidencing any
Contractual Obligation to which any Borrower is a party or any order,
injunction, writ or decree of any Governmental Authority to which any Borrower
is a party or its property is subject, or (iii) violate any Requirement of Law.
(b) Governmental Authorization. No approval, consent, exemption,
authorization or other action by, or notice to, or filing with or approvals
required under state blue sky securities
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laws or by any Governmental Authority is necessary or required in connection
with the execution, delivery, performance or enforcement of this Amendment.
(c) No Default. Upon and after the Amendment Effective Date hereof, no
Default or Event of Default exists or is reasonably expected to occur under any
of the Loan Documents. No Borrower is in default under or with respect to (i)
its Charter Documents or (ii) any material Contractual Obligation of such
Person. The execution, delivery and performance of this Amendment shall not
result in any default under any Contractual Obligation of any Borrower in any
respect.
(d) Binding Effect. This Amendment constitutes the legal, valid and
binding obligations of the Borrowers, enforceable in accordance with its terms,
except as enforceability may be limited by applicable bankruptcy, insolvency, or
similar laws affecting the enforcement of creditors' rights generally or by
equitable principles of general applicability.
(e) Representations and Warranties. The representations and warranties set
forth in the Credit Agreement and the other Loan Documents are true and correct
in all material respects on and as of the Amendment Effective Date, both before
and after giving effect to this Amendment, as if such representations and
warranties were being made on and as of the Amendment Effective Date.
Section 6. MISCELLANEOUS
(a) Ratification and Confirmation of Loan Documents. Except for the
specific consent and amendments expressly set forth in this Amendment, the
terms, provisions, conditions and covenants of the Credit Agreement and the
other Loan Documents remain in full force and effect and are hereby ratified and
confirmed, and the execution, delivery and performance of this Amendment shall
not in any manner operate as a waiver of, consent to or amendment of any other
term, provision, condition or covenant of the Credit Agreement or any other Loan
Document. Without limiting the generality of the foregoing, the consents set
forth in Section 3 of this Amendment shall be limited precisely as set forth
above, and nothing in this Amendment shall be deemed (i) to constitute a waiver
of compliance or consent to noncompliance by any of the Credit Parties with
respect to any other term provision, condition or covenant of the Credit
Agreement or other Loan Documents; (ii) to prejudice any right or remedy that
the Administrative Agent or the Banks may now have or may have in the future
under or in connection with the Credit Agreement or any other Loan Document; or
(iii) to constitute a waiver of compliance or consent to noncompliance by any of
the Credit Parties with respect to the terms, provisions, conditions and
covenants of the Credit Agreement made the subject hereof.
(b) Fees and Expenses. The Borrowers jointly and severally agree to pay on
demand all reasonable costs and expenses of the Administrative Agent in
connection with the preparation, reproduction, execution, and delivery of this
Amendment and any other documents prepared in connection herewith, including,
without limitation, the reasonable fees and out-of-pocket expenses of counsel
for the Administrative Agent.
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(c) Headings. Section and subsection headings in this Amendment are
included herein for convenience of reference only and shall not constitute a
part of this Amendment for any other purpose or be given any substantive effect.
(d) APPLICABLE LAW. THIS AMENDMENT SHALL BE GOVERNED BY, AND SHALL BE
CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK,
WITHOUT REGARD TO CONFLICTS OF LAW PRINCIPLES.
(e) Counterparts and Amendment Effective Date. This Amendment may be
executed in any number of counterparts and by different parties hereto in
separate counterparts, each of which when so executed and delivered shall be
deemed an original, but all such counterparts together shall constitute but one
and the same instrument; signature pages may be detached from multiple separate
counterparts and attached to a single counterpart so that all signature pages
are physically attached to the same document. This Amendment shall become
effective when each of the conditions precedent set forth in Section 4 of this
Amendment have been satisfied (the "Amendment Effective Date").
(f) Affirmation of Guarantees. Notwithstanding that such consent is not
required thereunder, the undersigned Guarantors hereby consent to the execution
and delivery of this Amendment and Nexstar Amendment and reaffirm their
respective obligations under each of the Guaranty Agreements to which such
Guarantors are parties.
(g) Confirmation of Loan Documents and Liens. As a material inducement to
the Banks to agree to grant the consents set forth herein, to amend the Credit
Agreement as set forth herein and to enter into the Nexstar Amendment, the
Original Borrowers and the Guarantors hereby (i) acknowledge and confirm the
continuing existence, validity and effectiveness of the Loan Documents to which
they are parties, including, without limitation the Guaranty Agreements, the
Security Documents, and the Liens granted under the Security Documents, (ii)
agrees that the execution, delivery and performance of this Amendment and the
Nexstar Amendment shall not in any way release, diminish, impair, reduce or
otherwise adversely affect such Loan Documents and Liens and (iii) acknowledges
and agrees that the Liens granted under the Security Documents secure payment of
the Obligations under the Loan Documents (including the all Loans made pursuant
to the Commitments as increased hereby) in the same priority as on the date such
Liens were created and perfected, and the performance and observance by the
Borrowers and the other Credit Parties of the covenants, agreements and
conditions to be performed and observed by each under the Credit Agreement, as
amended hereby, and Nexstar Credit Agreement, as amended by the Nexstar
Amendment. In furtherance of the foregoing, from and after the Amendment
Effective Date the terms "Borrower" and "Borrowers" as used in the Loan
Documents to which the Original Borrowers and the Guarantors are parties shall
include Mission Joplin for all purposes.
(h) FINAL AGREEMENT. THIS AMENDMENT, TOGETHER WITH THE CREDIT AGREEMENT
AND OTHER LOAN DOCUMENTS, REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND
MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR
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SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL
AGREEMENTS BETWEEN THE PARTIES.
[Remainder of Page Intentionally Left Blank; Signature Pages Follow]
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Exhibit 10.8
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed and delivered by their proper and duly authorized officers
effective as of the Amendment Effective Date.
BORROWERS:
BASTET BROADCASTING, INC.
By: /s/ Xxxxxx X. Xxxxx
---------------------------------------
Name: Xxxxxx X. Xxxxx
Title: Vice President
MISSION BROADCASTING OF
WICHITA FALLS, INC.
By: /s/ Xxxxxx X. Xxxxx
---------------------------------------
Name: Xxxxxx X. Xxxxx
Title: Vice President
MISSION BROADCASTING OF
JOPLIN, INC.
By: /s/ Xxxxxx X. Xxxxx
---------------------------------------
Name: Xxxxxx X. Xxxxx
Title: Vice President
ADMINISTRATIVE AGENT AND BANKS:
BANK OF AMERICA, N.A.,
as Administrative Agent and as a Bank
By: /s/ Xxxxxx X. Xxxxxxx
---------------------------------------
Name: Xxxxxx X. Xxxxxxx
Title: Vice President
BARCLAYS BANK PLC,
as a Bank
By: /s/ Xxxxxxx Xxxxxxxx
---------------------------------------
Name: Xxxxxxx Xxxxxxxx
Title: Director
FIRST UNION NATIONAL BANK,
as a Bank
By: /s/ Xxxxxxxx X. Xxxxxxxx
---------------------------------------
Name: Xxxxxxxx X. Xxxxxxxx
Title: Vice President
U.S. BANK NATIONAL ASSOCIATION,
as a Bank
By: /s/ Xxxxxxx X. Xxxxxxx
---------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
CIBC INC.,
as a Bank
By: /s/ Xxxx X. Xxxxxxx
---------------------------------------
Name: Xxxx X. Xxxxxxx
Title: Executive Director
GUARANTORS (for purposes of Section 6(f) and Section 6(g) hereof):
NEXSTAR BROADCASTING GROUP, L.L.C.
NEXSTAR FINANCE, L.L.C.
NEXSTAR BROADCASTING OF NORTHEASTERN PENNSYLVANIA, INC.
NEXSTAR BROADCASTING OF JOPLIN, INC.
NEXSTAR BROADCASTING OF ERIE, INC.
NEXSTAR BROADCASTING OF BEAUMONT/PORT XXXXXX, INC.
NEXSTAR BROADCASTING OF WICHITA FALLS, INC.
NEXSTAR BROADCASTING OF ROCHESTER, INC.
NEXSTAR BROADCASTING OF ABILENE, INC.
ERC HOLDINGS, INC.
NEXSTAR MIDWEST HOLDINGS, INC.
NEXSTAR BROADCASTING OF CHAMPAIGN, INC.
NEXSTAR BROADCASTING OF PEORIA, INC.
NEXSTAR BROADCASTING OF MIDLAND-ODESSA, INC.
NEXSTAR BROADCASTING OF LOUISIANA, INC.
NEXSTAR FINANCE HOLDINGS, L.L.C.
NEXSTAR FINANCE HOLDINGS II, L.L.C.
NEXSTAR FINANCE HOLDINGS, INC.
NEXSTAR BROADCASTING OF ABILENE, L.L.C.
NEXSTAR BROADCASTING OF BEAUMONT/ PORT XXXXXX, L.L.C.
NEXSTAR BROADCASTING OF CHAMPAIGN, L.L.C.
ENTERTAINMENT REALTY CORPORATION
NEXSTAR BROADCASTING OF ERIE, L.L.C.
NEXSTAR BROADCASTING OF JOPLIN, L.L.C.
NEXSTAR BROADCASTING OF LOUISIANA, L.L.C.
NEXSTAR BROADCASTING OF MIDLAND-ODESSA, L.L.C.
NEXSTAR BROADCASTING OF THE MIDWEST, INC.
NEXSTAR BROADCASTING GROUP, INC.
NEXSTAR BROADCASTING OF NORTHEASTERN PENNSYLVANIA, L.L.C.
NEXSTAR FINANCE, INC.
NEXSTAR BROADCASTING OF PEORIA, L.L.C.
NEXSTAR BROADCASTING OF ROCHESTER, L.L.C.
NEXSTAR BROADCASTING OF WICHITA FALLS, L.L.C.
By: /s/ Xxxxxxx Xxxxx
-------------------------------------
Title: Vice President, Finance of each of the
above-named entities
Exhibit 10.8
SCHEDULE 2.01
COMMITMENTS
Bank Revolving Commitment
---- --------------------
Bank of America, N.A. $20,247,272.70
Barclays Bank PLC $11,600,000.00
CIBC Inc. $7,170,909.10
U.S. Bank National Association $9,490,909.10
First Union National Bank $9,490,909.10
--------------
TOTAL: $58,000,000.00
