Liberty Global plc (NASDAQ:LBTYA) Files An 8-K Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
Item2.03. Creation of a Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement
of a Registrant.
Unitymedia Hessen GmbH Co. KG (the Original
Borrower) as original borrower, the other guarantors
named therein (the Guarantors), The Bank of Nova
Scotia as facility agent (the Facility Agent)
and Credit Suisse AG, London Branch as security trustee (the
Security Trustee), among others, are parties to
a Senior Facilities Agreement, originally dated July25, 2014 (as
amended from time to time prior to the date of the Senior
Facilities Agreement Amendment and Restatement Agreement (as
defined below), the Senior Facilities
Agreement) and a Super Senior Facilities Agreement,
originally dated July25, 2014 (as amended from time to time prior
to the date of the Super Senior Facilities Agreement Amendment
and Restatement Agreement as defined below), the Super
Senior Facilities Agreement, together
with the Senior Facilities Agreement, the Facilities
Agreements). The Original Borrower and the Guarantors
are each an indirect wholly-owned subsidiary of Liberty Global
plc.
On June19, 2017, the Original Borrower, the Guarantors, the
Facility Agent and the Security Trustee entered into an amendment
and restatement agreement (the Senior Facilities
Agreement Amendment and Restatement Agreement), to amend
and restate the Senior Facilities Agreement (the Senior
Facilities Agreement, as amended and restated, the
Amended Senior Facilities Agreement) and an
amendment and restatement agreement (the Super Senior
Facilities Agreement Amendment and Restatement
Agreement, together with the Senior Facilities Agreement
Amendment and Restatement Agreement, the Amendment and
Restatement Agreements), to amend and restate the Super
Senior Facilities Agreement (the Super Senior Facilities
Agreement, as amended and restated, the Amended Super
Senior Facilities Agreement, together with the Amended
Senior Facilities Agreement, the Amended Facilities
Agreements).
Each of the Amendment and Restatement Agreements amends and
restates in full the applicable Facilities Agreement to, among
other things, widen the scope of certain exceptions to the
negative covenants, revise the change-of-control provision to
allow for certain internal restructurings, amend certain default
provisions and make administrative and consequential changes.
Each of the Amended Facilities Agreements provides for the future
incurrence of additional credit facilities thereunder; however,
no additional indebtedness was incurred in connection with the
effectiveness of the Amended Facilities Agreements.
All other terms of each of the Facilities Agreements remain in
full force and effect under the applicable Amended Facilities
Agreement, and all loans and commitments outstanding under each
of the Facilities Agreements continue to be outstanding under the
applicable Amended Facilities Agreement.
The Senior Facilities Agreement Amendment and Restatement
Agreement (including the Amended Senior Facilities Agreement
scheduled thereto) is attached hereto as Exhibit 4.1 and is
incorporated herein by reference. The Super Senior Facilities
Agreement Amendment and Restatement Agreement (including the
Amended Super Senior Facilities Agreement scheduled thereto) is
attached hereto as Exhibit 4.2 and is incorporated herein by
reference. The foregoing description of the Amended Senior
Facilities Agreement is qualified in its entirety by reference to
the full text thereof set forth in Exhibit 4.1. The foregoing
description of the Amended Super Senior Facilities Agreement is
qualified in its entirety by reference to the full text thereof
set forth in Exhibit 4.2.
Item9.01 Financial Statements and Exhibits.
(d) Exhibits.
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| 4.1 |
Amendment and Restatement Agreement, dated June 19, 2017, related to a Senior Facilities Agreement originally dated July 25, 2014, between, among others, Unitymedia Hessen GmbH Co. KG as original borrower and The Bank of Nova Scotia as facility agent. |
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| 4.2 |
Amendment and Restatement Agreement, dated June 19, 2017, related to a Super Senior Facilities Agreement originally dated July 25, 2014, between, among others, Unitymedia Hessen GmbH Co. KG as original borrower and The Bank of Nova Scotia as facility agent. |
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Liberty Global plc ExhibitEX-4.1 2 d413976dex41.htm EX-4.1 EX-4.1 Exhibit 4.1 CONFORMED COPY AMENDMENT AND RESTATEMENT AGREEMENT related to a senior facilities agreement originally dated 25 July 2014 Dated 19 June 2017 BETWEEN UNITYMEDIA HESSEN GMBH & CO. KG as Original Borrower UNITYMEDIA GMBH UNITYMEDIA BW GMBH UNITYMEDIA HESSEN GMBH & CO. KG UNITYMEDIA HESSEN VERWALTUNG GMBH UNITYMEDIA MANAGEMENT GMBH UNITYMEDIA NRW GMBH as Original Guarantors UNITYMEDIA FINANCE LLC as Additional Borrower and Additional Guarantor THE BANK OF NOVA SCOTIA as Facility Agent and CREDIT SUISSE AG,…To view the full exhibit click here