CREDIT AGREEMENT dated as of June 27, 2011 among VALASSIS COMMUNICATIONS, INC. as Borrower The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent J.P. MORGAN SECURITIES LLC, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED...Credit Agreement • July 1st, 2011 • Valassis Communications Inc • Services-advertising • New York
Contract Type FiledJuly 1st, 2011 Company Industry JurisdictionCREDIT AGREEMENT dated as of June 27, 2011, among VALASSIS COMMUNICATIONS, INC., a Delaware corporation (the “Borrower”), the LENDERS party hereto, JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”), and J.P. MORGAN SECURITIES LLC., MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED and RBS SECURITIES INC., as joint bookrunners and joint lead arrangers (in such capacities, collectively, the “Joint Lead Arrangers”).
SECOND SUPPLEMENTAL INDENTURE dated as of June 27, 2011 to that certain INDENTURE dated as of May 22, 2003 between VALASSIS COMMUNICATIONS, INC. as Issuer, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee relating to the Issuer’s Senior...Second Supplemental Indenture • July 1st, 2011 • Valassis Communications Inc • Services-advertising • New York
Contract Type FiledJuly 1st, 2011 Company Industry JurisdictionTHIS SECOND SUPPLEMENTAL INDENTURE, dated as of June 27, 2011 (this “Supplement”), is entered into between Valassis Communications, Inc., a Delaware corporation (the “Company”), having its principal office at 19975 Victor Parkway, Livonia, Michigan 48152, and The Bank of New York Mellon Trust Company, N.A., formerly known as BNY Midwest Trust Company, an Illinois trust company, as Trustee (the “Trustee”). Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture (as hereinafter defined).
GUARANTEE AND COLLATERAL AGREEMENT made by VALASSIS COMMUNICATIONS, INC. and certain of its Subsidiaries in favor of JPMORGAN CHASE BANK, N.A. as Administrative Agent Dated as of June 27, 2011Guarantee and Collateral Agreement • July 1st, 2011 • Valassis Communications Inc • Services-advertising • New York
Contract Type FiledJuly 1st, 2011 Company Industry JurisdictionGUARANTEE AND COLLATERAL AGREEMENT, dated as of June 27, 2011, made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Grantors”), in favor of JPMORGAN CHASE BANK, N.A., as Administrative Agent (including its subsidiaries and affiliates, in such capacity, the “Administrative Agent”) for the lenders (the “Lenders”) from time to time party to that certain Credit Agreement described below and for the 2033 Noteholders (defined below).