PARENT GUARANTYParent Guaranty • February 23rd, 2015 • New Media Investment Group Inc. • Newspapers: publishing or publishing & printing • Delaware
THIS PARENT GUARANTY (as amended from time to time in accordance with the terms hereof, this “Guaranty”), dated as of February 19, 2015, is executed and delivered by New Media Investment Group Inc., a Delaware corporation (“New Media Investment Group”) and New Media Holdings I LLC, a Delaware limited liability company (“New Media Holdings”, and together with New Media Investment Group, the “Parent Companies”), for the benefit of the entities listed on the signature pages hereto (collectively, the “Sellers”), in connection with that certain Asset Purchase Agreement dated as of the date hereof (as amended as authorized by its terms, the “Asset Purchase Agreement”) between DB Acquisition, Inc., a Delaware corporation (the “Purchaser”) and the Sellers. Terms defined in the Asset Purchase Agreement and used in this Guaranty without other definition have the meanings set forth in the Asset Purchase Agreement.
ASSET PURCHASE AGREEMENT dated as of February 19, 2015 by and among Stephens Media LLC, Stephens Media Iowa, LLC and Stephens Media Intellectual Property, LLC (the “Sellers”), and DB Acquisition, Inc. (the “Purchaser”)Asset Purchase Agreement • February 23rd, 2015 • New Media Investment Group Inc. • Newspapers: publishing or publishing & printing • Delaware
This ASSET PURCHASE AGREEMENT is dated as of February , 2015 (this “Agreement”) by and among (i) Stephens Media LLC, a Nevada limited liability company (“Stephens”), Stephens Media Iowa, LLC, an Iowa limited liability company, and Stephens Media Intellectual Property, LLC, a Delaware limited liability company (each a “Seller,” and together the “Sellers”), and (ii) DB Acquisition, Inc., a Delaware corporation (the “Purchaser”).
