Re: Founder Post-Closing Lock-Up Letter AgreementFounder Post-Closing Lock-Up Letter Agreement • October 13th, 2010 • Promotora De Informaciones Sa /Fi • Cable & other pay television services
Reference is made to (i) that certain letter agreement dated December 6, 2007 among the undersigned, Liberty Acquisition Holdings Corp. (“Liberty”) and Citibank Global Markets, Inc. with respect to, among other matters, restrictions on the transfer by the undersigned of shares of common stock of Liberty (the “Lock-Up Letter”) and (ii) that certain Amended and Restated Business Combination Agreement dated as of August 4, 2010 among Promotora de Informaciones, S.A. (“Prisa”), Liberty and Liberty Acquisition Holdings Virginia, Inc. as amended by Amendment No. 1 dated as of August 13, 2010 (as it may be further amended from time to time, the “Business Combination Agreement”).
February 22, 2011Founder Post-Closing Lock-Up Letter Agreement • March 1st, 2011 • Marlin Equities II, LLC • Cable & other pay television services
Reference is made to the founder post-closing lock-up letter agreement signed by Marlin Equities II, LLC (“Marlin”) for the benefit of Liberty Acquisition Holdings Virginia, Inc. (as successor in interest to Liberty Acquisition Holdings Corp.), a wholly-owned subsidiary of Promotora de Informaciones, S.A., a copy of which is attached hereto (the “Lock-Up Letter”). The undersigned is a member of Marlin, and will receive Covered Securities (as such term is defined in the Lock-Up Letter) upon the distribution by Marlin to its members of the Covered Securities owned by it, as permitted by clause (E) of the proviso contained in the second paragraph of the Lock-Up Letter. This is to confirm, as contemplated by the Lock-Up Letter, that the undersigned agrees to be bound by the terms of the Lock-Up Letter with respect to all Covered Securities received by the undersigned, as though the undersigned were a signatory thereto.
