CARMIKE CINEMAS, INC. AND EACH OF THE GUARANTORS PARTY HERETO 7.375% SENIOR SECURED NOTES DUE 2019 INDENTURE Dated as of April 27, 2012 Wells Fargo Bank, National Association TrusteeIndenture • April 30th, 2012 • Carmike Cinemas Inc • Services-motion picture theaters • New York
INDENTURE dated as of April 27, 2012 among Carmike Cinemas, Inc., a Delaware corporation, the Guarantors (as defined) and Wells Fargo Bank, National Association, as trustee.
Carmike Cinemas, Inc. EXCHANGE AND REGISTRATION RIGHTS AGREEMENT April 27, 2012Exchange and Registration Rights Agreement • April 30th, 2012 • Carmike Cinemas Inc • Services-motion picture theaters • New York
Carmike Cinemas, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $210,000,000 in aggregate principal amount of its 7.375% Senior Secured Notes due 2019, which are unconditionally guaranteed by Eastwynn Theatres, Inc., an Alabama corporation, George G. Kerasotes Corporation, a Delaware corporation, GKC Indiana Theatres, Inc., an Indiana corporation, GKC Michigan Theatres, Inc., a Delaware corporation, GKC Theatres, Inc., a Delaware corporation, and Military Services, Inc., a Delaware corporation. As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company and the Guarantors agree with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
CREDIT AGREEMENT among CARMIKE CINEMAS, INC., as Borrower, The Several Lenders from Time to Time Parties Hereto, Macquarie US Trading LLC, as Administrative Agent and Syndication Agent Dated as of April 27, 2012 MACQUARIE CAPITAL (USA) INC. as Sole...Credit Agreement • April 30th, 2012 • Carmike Cinemas Inc • Services-motion picture theaters • New York
CREDIT AGREEMENT, dated as of April 27, 2012, among CARMIKE CINEMAS, INC., a Delaware corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”), MACQUARIE CAPITAL (USA) INC., as sole lead arranger and sole bookrunner (in such capacity, the “Lead Arranger”), MACQUARIE US TRADING LLC as syndication agent (in such capacity, the “Syndication Agent”) and as administrative agent (in such capacity, the “Administrative Agent”).
FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT made by CARMIKE CINEMAS, INC. and certain of its Subsidiaries in favor of WELLS FARGO BANK, NATIONAL ASSOCIATION, as Collateral Trustee Dated as of April 27, 2012First Lien Guarantee and Collateral Agreement • April 30th, 2012 • Carmike Cinemas Inc • Services-motion picture theaters • New York
FIRST LIEN GUARANTEE AND COLLATERAL AGREEMENT (this “Agreement”), dated as of April 27, 2012, 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 WELLS FARGO BANK, NATIONAL ASSOCIATION, as Collateral Trustee (in such capacity, the “Collateral Trustee”) acting pursuant to this Agreement for the benefit of the Secured Parties.
COLLATERAL TRUST AGREEMENT dated as of April 27, 2012 among CARMIKE CINEMAS, INC., the Guarantors from time to time party hereto, MACQUARIE US TRADING LLC, as Administrative Agent under the Credit Agreement, WELLS FARGO BANK, NATIONAL ASSOCIATION, as...Collateral Trust Agreement • April 30th, 2012 • Carmike Cinemas Inc • Services-motion picture theaters • New York
This Collateral Trust Agreement (as amended, supplemented, amended and restated or otherwise modified from time to time in accordance with Section 7.1 hereof, this “Agreement”) is dated as of April 27, 2012 and is by and among CARMIKE CINEMAS, INC., a Delaware corporation (the “Borrower”), the Guarantors from time to time party hereto, MACQUARIE US TRADING LLC, as Administrative Agent (as defined below), WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Trustee (as defined below), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Collateral Trustee (in such capacity and together with its successors in such capacity, the “Collateral Trustee”).
SECOND LIEN COLLATERAL AGREEMENT made by CARMIKE CINEMAS, INC. and certain of its Subsidiaries in favor of WELLS FARGO BANK, NATIONAL ASSOCIATION, as Collateral Trustee Dated as of April 27, 2012Second Lien Collateral Agreement • April 30th, 2012 • Carmike Cinemas Inc • Services-motion picture theaters • New York
WHEREAS, reference is made to (a) that certain Indenture, dated as of the date hereof (as it may be amended, restated, supplemented or otherwise modified from time to time, the “Indenture”), by and among Carmike Cinemas, Inc., a Delaware corporation (the “Company”), the subsidiaries of the Company party thereto, and Wells Fargo Bank, National Association as trustee thereunder (the “Trustee”) and (b) that certain Collateral Trust Agreement, dated as of the date hereof (as it may be amended, restated, supplemented or otherwise modified from time to time, the “Collateral Trust Agreement”), by and among the Company, the subsidiaries of the Company party thereto from time to time, the Trustee, Macquarie US Trading LLC as Administrative Agent, and the Collateral Trustee;
