Incremental Facility Amendment No. 2 to credit agreement AND INCREMENTAL JOINDER AGREEMENTCredit Agreement • December 23rd, 2014 • Media General Inc • Television broadcasting stations • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of July 31, 2013, and amended and restated as of the Acquisition Effective Date (as hereinafter defined) among MGOC, Inc. (f/k/a Media General, Inc.), a Virginia corporation (the “Borrower Representative”), LIN Television Corporation, a Delaware corporation (“LIN” and, together with the Borrower Representative, the “Borrowers” and each, a “Borrower”), Media General, Inc., a Virginia corporation (“New Holdings”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and Royal Bank of Canada, as Administrative Agent, Collateral Agent, Swing Line Lender and L/C Issuer.
SEPARATION AGREEMENTSeparation Agreement • December 23rd, 2014 • Media General Inc • Television broadcasting stations • Virginia
This SEPARATION AGREEMENT (this “Agreement”), by and among Media General, Inc., a Virginia corporation (the “Company”), and George L. Mahoney (the “Executive”), sets forth the terms and understandings regarding Executive’s termination of employment with the Company.
Registration Rights Agreement JoinderRegistration Rights Agreement Joinder • December 23rd, 2014 • Media General Inc • Television broadcasting stations • New York
THIS JOINDER AGREEMENT (as amended, supplemented, replaced, restated or otherwise modified from time to time, this “Joinder Agreement”), dated as of December 19, 2014, is entered into by and among LIN Television Corporation, a Delaware corporation (“LIN Television”), Media General, Inc., a Virginia corporation (f/k/a Mercury New Holdco, Inc.) (“Media General”), the subsidiaries of LIN Television listed on the signature pages hereto (together with Media General, the “Guarantors”) and RBC Capital Markets, LLC, as representative (in such capacity, the “Representative”) of the Initial Purchasers (the “Initial Purchasers”) in connection with the offering and sale of the Securities. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to such terms in the Registration Rights Agreement (as defined below).
SUPPLEMENTAL INDENTURESupplemental Indenture • December 23rd, 2014 • Media General Inc • Television broadcasting stations • New York
Supplemental indenture (this “Supplemental Indenture”), dated as of December 19, 2014, by and among LIN Television Corporation, a Delaware corporation (the “Company”), The Bank of New York Mellon Trust Company, N.A., as trustee under the Indenture referred to below (the “Trustee”), and Media General, Inc., a Virginia corporation (f/k/a Mercury New Holdco, Inc.) (the “Guaranteeing Parent”), MGOC, Inc., a Virginia corporation (f/k/a Media General, Inc.) (“Pre-Merger Media General”), Birmingham Broadcasting Co., Inc., a Delaware corporation, Birmingham Broadcasting (WVTM-TV) LLC, a Delaware limited liability company, Blockdot, Inc., a Texas corporation, MGDT, Inc., a Delaware corporation, Media General Communications Holdings, LLC, a Delaware limited liability company, Media General Communications, Inc., a Delaware corporation, Media General Operations, Inc., a Delaware corporation, NES II, Inc., a Virginia corporation, Professional Communications Systems, Inc., a Florida corporation, Vir
SUPPLEMENTAL INDENTURESupplemental Indenture • December 23rd, 2014 • Media General Inc • Television broadcasting stations • New York
THIS SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 19, 2014, is entered into by and among LIN Television Corporation, a Delaware corporation (“LIN Television”), Media General, Inc., a Virginia corporation (f/k/a Mercury New Holdco, Inc.) (the “Guaranteeing Parent”), the subsidiaries of LIN Television listed on the signature pages hereto (together with the Guaranteeing Parent, the “Guaranteeing Parties”) and The Bank of New York Mellon, as trustee under the indenture referred to below (the “Trustee”).
