Swap Confirmation Agreement between Credit Suisse International and National CineMedia, LLC dated July 25, 2007
This agreement confirms the terms of a swap transaction between Credit Suisse International and National CineMedia, LLC. Under the agreement, National CineMedia pays a fixed interest rate of 4.984% on a notional amount of $137,500,000, while Credit Suisse pays a floating rate based on 3-month USD LIBOR. Payments are exchanged quarterly from June 2007 to February 2015. The agreement is governed by the 1992 ISDA Master Agreement and incorporates standard ISDA definitions. Both parties have agreed to the terms by signing this confirmation.
Exhibit 10.1
25 July 2007
National CineMedia, LLC.
91 10 East Nicholas Avenue, Suite 200
Circle Suite 360 E
Centennial, Co 80112
External ID: 53199051
Dear Sir/Madam:
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Transaction entered into between us on the Trade Date specified below (the “Transaction”). This Confirmation constitutes a “Confirmation” as referred to in the Agreement specified below.
This Confirmation amends restates and supersedes in its entirety all Confirmations dated prior to the date hereof in respect of this Transaction.
In this Confirmation “CSIN” means Credit Suisse International and “Counterparty” means National CineMedia, LLC.
| 1. | The definitions and provisions contained in the 2000 ISDA Definitions (as published by the International Swaps and Derivatives Association, Inc.) are incorporated into this Confirmation. In the event of any inconsistency between those definitions and provisions and this Confirmation, this Confirmation will govern. References herein to a “Transaction” shall be deemed to be references to a “Swap Transaction” for the purposes of the 2000 ISDA Definitions. |
This Confirmation supplements, forms part of, and is subject to the 1992 ISDA Master Agreement dated as of 02 March 2007 as amended and supplemented from time to time (the “Agreement”), between you and us. All provisions contained in the Agreement govern this Confirmation except as expressly modified below
| 2. | The terms of the particular Transaction to which this Confirmation relates are as follows: |
| Notional Amount: | USD 137,500,000 | |
| Trade Date: | 02 March 2007 | |
| Effective Date: | 13 March 2007 | |
| Termination Date: | 13 February 2015, subject to adjustment in accordance with the Modified Following Business Day Convention | |
| Fixed Amounts: | ||
| Fixed Rate Payer: | Counterparty | |
| Fixed Rate Payer | ||
| Payment Dates: | Each 13 March, 13 June, 13 September and 13 December, from and including 13 June 2007, to and including 13 December 2014, with a final payment on 13 February 2015, subject to adjustment in accordance with the Modified Following Business Day Convention | |
| Fixed Rate: | 4.984% | |
| Fixed Rate | ||
| Day Count Fraction: | Actual/360 | |
| Floating Amounts: | ||
| Floating Rate Payer: | CSIN | |
| Floating Rate Payer | ||
| Payment Dates: | Each 13 March, 13 June, 13 September and 13 December, from and including 13 June 2007, to and including 13 December 2014, with a final payment on 13 February 2015, subject to adjustment in accordance with the Modified Following Business Day Convention | |
| Floating Rate Option: | USD-LIBOR-BBA; provided, however, that in respect of the initial Calculation Period, Linear Interpolation shall apply based upon a Designated Maturity of 1 month and a Designated Maturity of 2 months | |
| Designated Maturity: | 3 months (except as noted above) | |
| Spread: | None | |
| Floating Rate | ||
| Day Count Fraction: | Actual/360 | |
| Reset Dates: | The first day of each Calculation Period | |
| Compounding: | Inapplicable | |
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| Business Day: | New York, London | |
| Calculation Agent: | CSIN | |
| 4. | Account Details: |
| Payments to CSIN: | As advised separately in writing | |
| Payments to Counterparty: | As advised separately in writing | |
Credit Suisse International is authorised and regulated by the Financial Services Authority and has entered into this transaction as principal. The time at which the above transaction was executed will be notified to Counterparty on request.
Please confirm that the foregoing correctly sets forth the terms of our agreement by signing and returning this Confirmation.
| Yours faithfully, | ||
| Credit Suisse International | ||
| By: | /s/ Karen Newton | |
| Name: | Karen Newton | |
| Title: | Managing Director | |
Confirmed as of the date first written above:
| National CineMedia, LLC | ||
| By: | /s/ Gary W. Ferrera | |
| Name: | Gary W. Ferrera | |
| Title: | CFO/EVP | |
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