AMENDED AND RESTATED BUSINESS COMBINATION AGREEMENT by and among PROMOTORA DE INFORMACIONES, S.A., LIBERTY ACQUISITION HOLDINGS CORP. and LIBERTY ACQUISITION HOLDINGS VIRGINIA, INC.Business Combination Agreement • August 9th, 2010 • Liberty Acquisition Holdings Corp. • Blank checks
AMENDED AND RESTATED BUSINESS COMBINATION AGREEMENT, dated as of March 5, 2010 (as originally executed, the “Original BCA”), and amended by Amendment No.1 dated as of March 15, 2010, Amendment No.2 dated as of April 5, 2010 and Amendment No. 3 dated as of May 7, 2010, and as further amended and restated as of August 4, 2010 (this “Agreement”), by and among Promotora de Informaciones, S.A., a Spanish sociedad anónima (“PRISA”), Liberty Acquisition Holdings Corp., a Delaware corporation (“Liberty”), and Liberty Acquisition Holdings Virginia, Inc., a Virginia corporation and wholly owned subsidiary of Liberty (“Liberty Virginia”).
Berggruen Acquisition Holdings Ltd. 1114 Avenue of the Americas New York, New York 10036 and Marlin Equities II, LLC 555 Theodore Fremd Avenue Suite B-302 Rye, New York 10580Securities Surrender Agreement • August 9th, 2010 • Liberty Acquisition Holdings Corp. • Blank checks
Reference is made to (i) the Amended and Restated Business Combination Agreement, dated as of August 4, 2010 (the “Business Combination Agreement”), by and among Liberty Acquisition Holdings Corp. (“Liberty”), Liberty Acquisition Holdings Virginia, Inc. and Promotora de Informaciones, S.A. (“Prisa”) and (ii) the Securities Surrender Agreement, dated as of May 7, 2010 (the “Original Securities Surrender Agreement”), by and among Liberty, Berggruen Acquisition Holdings Ltd. and Marlin Equities II, LLC. Unless otherwise defined herein, capitalized terms are used herein as defined in the Business Combination Agreement (or if applicable, the Further Amended Business Combination Agreement (as defined below)).
