ASSUMPTION AGREEMENTWarrant Agreement • July 7th, 2017 • Consolidated Communications Holdings, Inc. • Telephone communications (no radiotelephone) • New York
This Assumption Agreement dated as of July 3, 2017 (the “Assumption Agreement”) is made and entered into by Consolidated Communications Holdings, Inc. (the “Parent”) and Computershare Trust Company N.A., as Warrant Agent (“Agent”), as successor to The Bank of New York Mellon. Reference is made to that certain Warrant Agreement dated January 24, 2011 (as attached as Exhibit A hereto, the “Warrant Agreement”) relating to Warrants to purchase Common Stock of FairPoint Communications, Inc. (the “Company”). Capitalized terms used but not defined herein shall have the meanings given to such terms in the Warrant Agreement.
JOINDER AGREEMENTJoinder Agreement • July 7th, 2017 • Consolidated Communications Holdings, Inc. • Telephone communications (no radiotelephone) • New York
THIS JOINDER AGREEMENT, dated as of July 3, 2017 (the “Agreement”), to the Guaranty Agreement and the Collateral Agreement referred to below is entered into by and among CONSOLIDATED COMMUNICATIONS, INC., an Illinois corporation (the “Borrower”), each entity party hereto as a New Subsidiary (each a “New Subsidiary” and collectively, the “New Subsidiaries”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Administrative Agent for the Lenders (the “Administrative Agent”) under the Credit Agreement referred to below.
ContractFifth Supplemental Indenture • July 7th, 2017 • Consolidated Communications Holdings, Inc. • Telephone communications (no radiotelephone) • New York
FIFTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of July 3, 2017, among Consolidated Communications, Inc., an Illinois corporation (as successor to Consolidated Communications Finance II Co., the “Company”), the Guarantors listed on the signature page hereto each of which is a subsidiary of the Company (the “New Guarantors”), and Wells Fargo Bank, National Association, a national banking association (or its permitted successor), as trustee under the Indenture referred to below (the “Trustee”). Capitalized terms used herein without definition shall have the meanings ascribed to them in the Indenture.
AMENDMENT NO. 3 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • July 7th, 2017 • Consolidated Communications Holdings, Inc. • Telephone communications (no radiotelephone) • New York
This Amendment No. 3 to Third Amended and Restated Credit Agreement, dated as of July 3, 2017 (this “Agreement”), and effective in accordance with Section 4 below, by and among CONSOLIDATED COMMUNICATIONS HOLDINGS, INC., a Delaware corporation (“Holdings”), CONSOLIDATED COMMUNICATIONS, INC., an Illinois corporation (the “Borrower”), certain Subsidiaries of Holdings (each such Subsidiary, a “Subsidiary Guarantor” and, together with Holdings, the “Guarantors”), the Lenders party hereto (constituting at least the Requisite Lenders), including pursuant to an authorization in the form attached hereto as Exhibit A (each, a “Lender Authorization”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Administrative Agent.
