SUBSIDIARY GUARANTY AGREEMENTSubsidiary Guaranty Agreement • May 7th, 2013 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York
Contract Type FiledMay 7th, 2013 Company Industry JurisdictionThis SUBSIDIARY GUARANTY AGREEMENT (as amended, supplemented or otherwise modified from time to time, this “Subsidiary Guaranty Agreement”), dated as of May 1, 2013, is made jointly and severally by the Persons listed on the signature pages hereof as Subsidiary Guarantors and each of the other Persons that from time to time becomes an Additional Subsidiary Guarantor pursuant to the terms of Section 11 hereof (each a “Subsidiary Guarantor” and collectively the “Subsidiary Guarantors”), in favor of each of the holders from time to time of the Notes issued under the Note Agreement referred to below (each a “Beneficiary”, and collectively, the “Beneficiaries”). Capitalized terms used but not defined herein shall have the meanings given to them in the Note Agreement referred to below.
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 7th, 2013 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York
Contract Type FiledMay 7th, 2013 Company Industry JurisdictionFIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of May 1, 2013, among LEE ENTERPRISES, INCORPORATED, a Delaware corporation (the “Borrower”), the lenders from time to time party to the Credit Agreement referred to below (the “Lenders”) and DEUTSCHE BANK TRUST COMPANY AMERICAS, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”) and as collateral agent for the Lenders (in such capacity, the “Collateral Agent”). Unless otherwise indicated, all capitalized terms used herein and not otherwise defined herein shall have the respective meanings provided such terms in the Credit Agreement referred to below.
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 7th, 2013 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York
Contract Type FiledMay 7th, 2013 Company Industry JurisdictionFIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of May 1, 2013, among LEE ENTERPRISES, INCORPORATED, a Delaware corporation (the “Borrower”), the lenders from time to time party to the Credit Agreement referred to below (the “Lenders”) and WILMINGTON TRUST, NATIONAL ASSOCIATION, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”) and as collateral agent for the Lenders (in such capacity, the “Collateral Agent”). Unless otherwise indicated, all capitalized terms used herein and not otherwise defined herein shall have the respective meanings provided such terms in the Credit Agreement referred to below.
SECURITY AGREEMENTSecurity Agreement • May 7th, 2013 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York
Contract Type FiledMay 7th, 2013 Company Industry JurisdictionThis SECURITY AGREEMENT (together with all exhibits and schedules hereto, as amended, supplemented or otherwise modified from time to time, this “Agreement”), dated as of May 1, 2013 is made by PULITZER INC., a Delaware corporation (together with its successors and assigns, “Pulitzer”), ST. LOUIS POST-DISPATCH LLC, a Delaware limited liability company (together with its successors and assigns, “STL Post-Dispatch”, and together with Pulitzer, the “Obligors”), and each Subsidiary of Pulitzer on the signature pages hereto (collectively, the “Initial Subsidiary Grantors”) and each of the other Persons (as defined below) that from time to time becomes an “Additional Grantor” pursuant to Section 12(m) of this Agreement (each, a “Grantor” and, collectively, the “Grantors”) in favor of the Collateral Agent, on behalf and for the benefit of the Secured Parties (as each such term is defined below).
FIRST AMENDMENT TO INTERCREDITOR AGREEMENTIntercreditor Agreement • May 7th, 2013 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York
Contract Type FiledMay 7th, 2013 Company Industry JurisdictionThis FIRST AMENDMENT TO INTERCREDITOR AGREEMENT (this “Amendment”) is dated as of May 1, 2013, among THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Collateral Agent (in such capacity, with its successors and assigns, the “First Priority Representative”) for the First Priority Secured Parties, WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Agent (in such capacity, with its successors and assigns, the “Second Priority Representative”) for the Second Priority Secured Parties, ST. LOUIS POST-DISPATCH LLC (“STL Post-Dispatch”), PULITZER INC. (“Pulitzer,” and together with STL Post-Dispatch, the “Obligors”), and each of the other Loan Parties. Unless otherwise indicated, capitalized terms used herein and not otherwise defined herein shall have the respective meanings provided such terms in the Intercreditor Agreement referred to below.
ST. LOUIS POST-DISPATCH LLC and PULITZER INC. 9% SENIOR NOTES DUE APRIL 3, 2017 NOTE AGREEMENT Dated as of May 1, 2013Note Agreement • May 7th, 2013 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York
Contract Type FiledMay 7th, 2013 Company Industry JurisdictionThe undersigned, ST. LOUIS POST-DISPATCH LLC, a Delaware limited liability company (“STL Post-Dispatch”), and PULITZER INC., a Delaware corporation (“Pulitzer”, and together with STL Post-Dispatch, the “Obligors”), hereby agrees with each Purchaser as follows:
PLEDGE AGREEMENTPledge Agreement • May 7th, 2013 • Lee Enterprises, Inc • Newspapers: publishing or publishing & printing • New York
Contract Type FiledMay 7th, 2013 Company Industry JurisdictionADDITIONAL PLEDGOR: Reference is made to that certain Pledge Agreement, dated as of May 1, 2013 (as the same may from time to time be amended, restated, supplemented or otherwise modified, the “Pledge Agreement”), made by Pulitzer Inc. (“Pulitzer”), St. Louis Post-Dispatch LLC and certain other Affiliates and Subsidiaries of Pulitzer, each identified as Pledgors therein, in favor of the Collateral Agent identified therein, on behalf and for the benefit of the Secured Parties identified therein. Capitalized terms not defined in this Joinder Agreement shall have the meanings given to them in the Pledge Agreement. The undersigned acknowledges and agrees it is (or, concurrently with the execution and delivery of this Joinder Agreement, will become) a Pledgor and that, by its execution and delivery of this Joinder Agreement to the Collateral Agent, it hereby joins and for all purposes becomes a Pledgor under and a party to the Pledge Agreement, and does hereby pledge, hypothecate, assign, c