AGREEMENT AND PLAN OF MERGER dated as of September 30, 2009 among VIASAT, INC., ALOHA MERGER SUB, INC. and WILDBLUE HOLDING, INC.Merger Agreement • October 2nd, 2009 • Viasat Inc • Radio & tv broadcasting & communications equipment • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Merger Agreement”) is entered into as of this 30th day of September, 2009 (the “Execution Date”) by and among WildBlue Holding, Inc., a Delaware corporation (the “Company”), ViaSat, Inc., a Delaware corporation (“Parent”) and Aloha Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary (either directly or indirectly) of Parent (“Merger Sub”). Each of the Company, Parent and Merger Sub are referred to herein as a “Party” and collectively as the “Parties”.
FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED REVOLVING LOAN AGREEMENTRevolving Loan Agreement • October 2nd, 2009 • Viasat Inc • Radio & tv broadcasting & communications equipment
This First Amendment to Fourth Amended and Restated Revolving Loan Agreement (this “Amendment”) is entered into as of September 30, 2009, by and between ViaSat, Inc., a Delaware corporation (“Borrower”), each lender from time to time party to the Credit Agreement (as defined below) (collectively, the “Lenders” and individually, a “Lender”), UNION BANK, N.A., as Administrative Agent (in such capacity, “Administrative Agent”), BANK OF AMERICA, N.A., as Syndication Agent, JPMORGAN CHASE BANK, N.A., as Documentation Agent, BANC OF AMERICA SECURITIES LLC and UNION BANK, N.A., as Joint Lead Arrangers and Joint Book Runners and UNION BANK, N.A., as Collateral Agent (in such capacity, “Collateral Agent;” collectively, the “Agents”).
