450,000,000 3.375% Senior Notes due 2026 $400,000,000 4.750% Senior Notes due 2046 REGISTRATION RIGHTS AGREEMENT Dated as of November 18, 2016 by and among 21ST CENTURY FOX AMERICA, INC., TWENTY-FIRST CENTURY FOX, INC., J.P. MORGAN SECURITIES LLC,...Registration Rights Agreement • February 9th, 2017 • Twenty-First Century Fox, Inc. • Cable & other pay television services • New York
This Agreement is made pursuant to the Purchase Agreement, dated as of November 15, 2016, by and among the Issuer, the Guarantor and the Initial Purchasers (the “Purchase Agreement”), which provides for, among other things, the sale by the Issuer to the Initial Purchasers of (i) an aggregate of $450,000,000 principal amount of the Issuer’s 3.375% Senior Notes due 2026 (the “3.375% Senior Notes”) and (ii) an aggregate of $400,000,000 principal amount of the Issuer’s 4.750% Senior Notes due 2046 (the “4.750% Senior Notes” and together with the 3.700% Senior Notes, the “Securities”). In order to induce the Initial Purchasers to enter into the Purchase Agreement, the Issuer has agreed to provide to the Initial Purchasers and their direct and indirect transferees the registration rights set forth in this Agreement. The execution and delivery of this Agreement is a condition to the closing under the Purchase Agreement.
December 19, 2016 David F. DeVoe Senior Advisor Twenty-First Century Fox, Inc. New York, NY 10036 Dear Dave:Letter Agreement • February 9th, 2017 • Twenty-First Century Fox, Inc. • Cable & other pay television services
This letter agreement (the “Letter Agreement”) is intended to constitute a formal binding modification to your agreement dated as of November 15, 2004, with 21st Century Fox America, Inc. (formerly known as News America Incorporated) (“21CFA”), a wholly owned subsidiary of Twenty-First Century Fox, Inc. (formerly known as News Corporation) (“21st Century Fox”), as amended (the “Agreement”) and shall confirm the terms and conditions which will apply to your Agreement as of the date of this Letter Agreement. Capitalized terms used in this Letter Agreement and not defined shall have the meanings given such terms in the Agreement.
