Amendment to Securities Purchase Agreement and Credit Agreement between Frankly Inc. and Raycom Media, Inc.
Frankly Inc. and Raycom Media, Inc. have agreed to amend their existing Securities Purchase Agreement and Credit Agreement. The deadline for Frankly to add two directors to its Board is extended from December 31, 2017, to March 31, 2018. Additionally, the dates for certain financial covenant requirements in the Credit Agreement are each postponed by one calendar quarter. All other terms of the original agreements remain unchanged.
Frankly Media, LLC
27-10 Queens Plaza North, Suite 502
Long Island City, NY 11101
December 27, 2017
Mr. Warren Spector
Raycom Media, Inc.
201 Monroe Street
RSA Tower, 20th Floor
Montgomery, AL 36104
Re: Amendments of Frankly Agreements
Dear Warren,
When signed below, the agreements referenced below between Frankly Inc. (“Frankly”) and Raycom Media, Inc. (“Raycom”) will be further amended as follows:
| 1. | Share Purchase Agreement: Under Section 4.2.1 of the Securities Purchase Agreement dated June 26, 2017 (as previously amended, the “SPA”) between Raycom and Frankly, Frankly is required to increase the number of directors on its Board by two by December 31, 2017. Section 4.2.1 of the SPA is hereby amended to change the December 31, 2017 date to March 31, 2018. | |
| 2. | Credit Agreement: Financial Covenants – Sections 9.2.1 (Total Leverage Ratio) and 9.2.2 (Interest Coverage Ratio) of the Credit Agreement provide a schedule of dates that Frankly will become subject to various financial covenant ratios. Each of the calendar quarter end dates identified in Section 9.2.1 (Total Leverage Ratio) and Section 9.2.2 (Interest Coverage Ratio) of the Credit Agreement is hereby revised to a date that is one calendar quarter later than the date indicated (e.g. 12/31/17 revised to 3/31/18). |
Except as amended herein, SPA and Credit Agreement will continue in full force and effect. If the foregoing is acceptable, please return a signed copy of this amendment to us at your earliest convenience.
| Franky Inc. | ||
| By: | /s/ Lou Schwartz | |
| Lou Schwartz | ||
| CFO/COO | ||
| Accepted and Agreed: | ||
| Raycom Media, Inc. | ||
| By: | /s/ Warren Spector | |
| Name: | Warren Spector | |
| Title: | CFO |
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