New Company – Binding AgreementBinding Agreement • March 31st, 2015 • Comcast Corp • Cable & other pay television services • New York
Parties: Comcast Corporation (“Comcast”) Michael J. Angelakis (the “initial ABCCo/ManagementCo CEO” or the “initial CEO”) Entities: Entity (“ABCCo”) to be established by Comcast1 and ManagementCo (see following paragraph) Entity (“ManagementCo”) to manage/control/advise ABCCo to be owned by the management team. The initial ABCCo/ManagementCo CEO will hold a majority of ManagementCo’s voting power and profit interests representing between 20 and 40% of its economics during the first five years of the term and between 20 and 33 1/3% of its economics during the final five years of the term. For the avoidance of doubt, such profits interests related to any underlying investment of ABCCo shall apply based upon the date such investment is consummated (without regard to when any realization with respect thereto occurs) Each of ABCCo and ManagementCo will be entities that will be treated as partnerships for US federal income tax purposes Purpose: Pursue investment and operating opportunities i
