Exhibit 4.1
REGISTRATION RIGHTS AGREEMENT
THIS AGREEMENT is made and entered into this 20th day of August,
1996, among Golden Books Family Entertainment, Inc., a Delaware corporation
("Parent") and Broadway Video Entertainment, L.P., a New York limited
partnership ("BVEL").
R E C I T A L S
WHEREAS, pursuant to that certain Asset Purchase Agreement, dated
as of July 30, 1996, as amended (the "Asset Purchase Agreement"), among the
Parent, Buyers (as defined therein) and Sellers (as defined therein), Buyer is
purchasing certain assets of Sellers more particularly described in the Asset
Purchase Agreement, primarily motion pictures, television programs and
interests in music and comic book publishing (the "Assets");
WHEREAS, the Buyers have agreed to purchase the Assets by paying
and delivering to BVEL the "Purchase Price", as such term is defined on
Schedule O attached to the Asset Purchase Agreement;
WHEREAS, a portion of the Purchase Price consists of shares of
common stock, $.01 par value, of Parent (the "Purchase Price Stock"); and
WHEREAS, Parent has agreed to provide the registration rights set
forth herein with respect to such Purchase Price Stock;
NOW, THEREFORE, in consideration of the mutual promises,
representations, warranties and conditions set forth in this Agreement, the
parties hereto, intending to be legally bound, hereby agree as follows:
l. Definitions and References.
For purposes of this Agreement, in addition to the definitions set
forth above and elsewhere herein, the following terms shall have the following
respective meanings:
"Affiliate" of a Holder shall mean a person who directly or
indirectly controls, is controlled by or is under common control
with such Holder, the spouse or children (or a trust exclusively
for the benefit of a spouse and/or children) of such Holder if
such Holder is a natural person or, in the case of a Holder which
is a partnership, its partners.
"Commission" shall mean the U.S. Securities and Exchange
Commission and any successor agency.
"Common Stock" shall mean shares of common stock, $.01 par
value, of Parent.
"Exchange Act" shall mean the Securities Exchange Act of
1934, as amended, or any successor federal statute, and the rules
and regulations of the Commission thereunder, all as the same
shall be in effect at the time. References herein to a particular
section of the Exchange Act shall include a reference to the
comparable section, if any, of any such successor federal statute.
"Holder" shall mean BVEL or any transferee or assignee
thereof to whom the rights under this Agreement are assigned in
accordance with the provisions of Section 12 hereof.
"Person" shall mean any individual, corporation,
partnership, limited liability company, trust, incorporated or
unincorporated association, joint venture, joint stock company,
government (or an agency or political subdivision thereof) or
other entity of any kind.
"Purchase Date" shall mean the date upon which the Buyer
purchases the Assets and pays and delivers the Purchase Price
pursuant to the Asset Purchase Agreement.
"Register," "registered" and "registration" shall refer to a
registration effected by preparing and filing a registration
statement or similar document in compliance with the Securities
Act and the declaration or ordering of effectiveness of such
registration statement or document.
"Registrable Stock" shall mean (i) Purchase Price Stock and
(ii) any Related Registrable Stock. For the purposes of this
Agreement, any Registrable Stock shall cease to be Registrable
Stock when (x) a registration statement covering such Registrable
Stock has been declared effective and such Registrable Stock has
been disposed of pursuant to such effective registration
statement, (y) beneficial ownership of such Registrable Stock is
transferred in a transaction in which the rights and obligations
set forth herein are not assigned and assumed in accordance with
Section 12 hereof, or (z) all of the Registrable Stock may be
immediately sold pursuant to Rule 144(k) (or any similar provision
then in force) under the Securities Act without registration under
such Act.
"Related Registrable Stock" means any Common Stock or other
securities of Parent issued or issuable in exchange for or in
replacement of Purchase Price Stock by way of a dividend or stock
split or in connection with a combination of shares,
recapitalization, merger, consolidation or other reorganization or
otherwise.
"Securities Act" shall mean the Securities Act of 1933, as
amended, or any successor federal statute, and the rules and
regulations of the Commission thereunder, all as the same shall be
in effect at the time. References herein to a particular section
of the Securities Act shall include a reference to the comparable
section, if any, of any such successor federal statute.
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2. Restrictive Legend.
Each certificate representing Registrable Stock shall, except as
otherwise provided in this Section 2 or in Section 3, be stamped or otherwise
imprinted with a legend substantially in the following form:
"THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED
UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT") OR UNDER THE
SECURITIES LAWS OF ANY STATE. SUCH SECURITIES MAY NOT BE SOLD OR OFFERED
FOR SALE OR OTHERWISE HYPOTHECATED OR DISTRIBUTED EXCEPT (A) PURSUANT TO
ANY EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER THE ACT
OR (B) PURSUANT TO A VALID EXEMPTION FROM SUCH REGISTRATION UNDER THE
ACT AND UNDER THE SECURITIES LAWS OF ANY STATE AND UPON RECEIPT BY
GOLDEN BOOKS FAMILY ENTERTAINMENT, INC. OF AN OPINION OF COUNSEL
REASONABLY SATISFACTORY IN FORM AND SUBSTANCE TO IT THAT ANY SUCH SALE
IS IN COMPLIANCE WITH THE ACT AND THE STATE SECURITIES LAWS.
A certificate shall not bear such legend if in the opinion of counsel
satisfactory to Parent the securities being sold thereby may be publicly sold
without registration under the Securities Act.
3. Notice of Proposed Transfer.
Prior to any proposed transfer of any Registrable Stock by a
Holder (other than under the circumstances described in Section 4), such
Holder shall give written notice to Parent of its intention to effect such
transfer (each such notice, a "Transfer Notice"). Each Transfer Notice shall
set forth the name and address of the transferee, identify the securities to
be transferred and describe the manner of the proposed transfer and, if
requested by Parent, shall be accompanied by an opinion of counsel reasonably
satisfactory to Parent to the effect that the proposed transfer, as described
in such Transfer Notice, may be effected without registration under the
Securities Act, whereupon, subject to the transferee's compliance with clause
(ii) of Section 12 hereof, such Holder shall be entitled to transfer such
Registrable Stock in accordance with the terms of such Transfer Notice. Each
certificate for Registrable Stock transferred as above provided shall bear the
legend set forth in Section 2, except that such certificate shall not bear
such legend if (i) the opinion of counsel referred to above is to the further
effect that the transferee and any subsequent transferee would be entitled to
transfer such securities in a public sale without registration under the
Securities Act or (ii) Parent is otherwise satisfied that such transfer is
made in accordance with the provisions of Rule 144 (or any other rule
permitting public sale without registration under the Securities Act). The
restrictions provided for in this Section 3 shall not apply to securities
which are not required to bear the legend prescribed by Section 2 in
accordance with the provisions of that Section.
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4. Shelf Registration.
Not later than the first anniversary of the Purchase Date, Parent
shall prepare and cause to be filed with the Commission a "shelf" registration
statement (including the prospectus required by the registration form
utilized) with respect to all of the Registrable Stock on any appropriate form
pursuant to Rule 415 under the Securities Act (the "Shelf Registration").
Parent shall use its best efforts to have the Shelf Registration declared
effective as soon as reasonably practicable after such filing and shall use
its best efforts to keep the Shelf Registration continuously effective from
the date such Shelf Registration is declared effective until the earlier of
(i) such time as all of the Registrable Stock shall cease to be Registrable
Stock and (ii) such time as all of the remaining Registrable Stock may be
distributed in a single broker's transaction in accordance with the volume
limitations of Rule 144(e) (or any successor provisions) under the Securities
Act.
Parent shall promptly supplement or amend, if necessary, the Shelf
Registration, as required by the registration form utilized by Parent or by
the instructions applicable to such registration form or by the Securities Act
or the rules and regulations promulgated thereunder or as reasonably requested
by the holder or holders of a majority of the Registrable Stock (the "Majority
Holders"), and Parent shall furnish to the holders of the Registrable Stock to
which the Shelf Registration relates copies of any such supplement or
amendment prior to its being used and/or filed with the Commission. In no
event shall the Shelf Registration include securities other than Registrable
Stock, unless (i) Parent and the Majority Holders consent to such inclusion,
(ii) Parent has a shelf registration statement in effect covering all Common
Stock whose holders are entitled to registration by Parent or (iii) such
securities are included pursuant to "tag along" rights of security holders of
Parent existing on the date hereof, except that in no event shall the number
of shares of Registrable Stock included in the Shelf Registration be reduced
as a result of the inclusion of such other securities.
Notwithstanding the above, Parent may, by providing written notice
to the Holders, delay or suspend Holders' rights to sell shares of Registrable
Stock pursuant to this Section 4 for a specified period of time (a "Suspension
Period"), if Parent shall have determined upon advice of counsel that it would
be required to disclose any actions taken or proposed to be taken by Parent in
good faith and for valid business reasons, including without limitation, the
acquisition or divestiture of assets, which disclosure would have a material
effect on Parent or on such actions. The Suspension Period shall not exceed
ninety (90) days in any three hundred and sixty (360) day period during which
a registration statement on Form S-3 of Parent would otherwise be effective.
5. Registration Procedures.
In connection with the registration of any securities by Parent
under this Agreement, the parties agree as follows:
(i) Parent shall furnish each Holder and its underwriter(s)
such number of copies of a summary prospectus or other prospectus,
including a preliminary prospectus in conformity with the
requirements of the Securities Act,
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and such other documents as such Holder may reasonably request in
order to facilitate the public sale or other disposition of such
securities;
(ii) Parent shall use its best efforts to register or
qualify the securities covered by the registration statement under
the securities or "blue sky" laws of such jurisdictions as each
Holder shall reasonably request (provided, however, that Parent
shall not be required (i) to consent to, or take any action which
would subject it to, general service of process for all purposes
or (ii) to qualify to do business in any jurisdiction where it is
not then subject or qualified) and do any and all other acts or
things which may be reasonably necessary or advisable to enable
the Holders to consummate the public sale or other disposition of
such securities in such jurisdictions;
(iii) At any time when a sale or other public disposition
pursuant to the registration statement is subject to a prospectus
delivery requirement, Parent shall immediately notify each Holder
and its underwriter(s) of the occurrence of any event as a result
of which the prospectus included in such registration statement,
as then in effect, includes an untrue statement of a material fact
or omits to state a material fact required to be stated therein or
necessary to make the statements therein not misleading in the
light of the circumstances then existing. Upon receipt of such a
notice, each Holder shall immediately discontinue sales or other
dispositions of Registrable Stock pursuant to the registration
statement. The Holders may resume sales pursuant to the
registration statement only upon receipt of amended prospectuses
or after such Holders have been advised by Parent that the use of
the previous prospectus may be legally resumed; and
(iv) Parent shall advise each Holder, promptly after it
shall receive notice or obtain knowledge thereof, of the issuance
of any stop order by the Commission suspending the effectiveness
of the registration statement or the initiation or threatening of
any proceeding for that purpose and promptly use its best efforts
(with the reasonable cooperation of the Holders) to prevent the
issuance of any stop order or to obtain its withdrawal if such
stop order should be issued.
6. Listing
Parent shall use its best efforts to list the Registrable Stock
covered by the registration statement on any securities exchange or market on
which securities issued by Parent, which are of the same type, class and par
value as such Registrable Stock, are then listed.
7. Information to be Furnished.
It shall be a condition precedent to the obligations of Parent to
take any action pursuant to this Agreement that the Holders shall furnish to
Parent such information regarding themselves, the Registrable Stock held by
them, and the intended method of disposition of such
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securities as Parent shall reasonably request and as shall be required under
the Securities Act in connection with the actions to be taken by Parent.
8. Expenses of Registration.
All expenses (other than commissions and similar costs and other
than fees and expenses of attorneys and accountants representing the Holders)
incurred in connection with each registration pursuant to Section 4 of this
Agreement, including without limitation all registration, filing and
qualification fees, word processing, duplicating, printers' and accounting
fees (including the expenses of any special audits or "cold comfort" letters
required by or incident to such performance and compliance), fees of the
National Association of Securities Dealers, Inc. or listing fees, messenger
and delivery expenses, all fees and expenses of complying with state
securities or blue sky laws, fees and disbursements of counsel for Parent,
shall be paid by Parent.
9. Rule 144 and Rule 144A Information.
With a view to making available the benefits of certain rules and
regulations of the Commission which may, under certain circumstances, permit
the sale of Registrable Stock to the public without registration, (a) at all
times after the Purchase Date, Parent agrees to:
(i) make and keep public information available, as those
terms are understood and defined under Rule 144 under the
Securities Act;
(ii) use its best efforts to file with the Commission in a
timely manner all reports and other documents required of Parent
under the Securities Act and the Exchange Act; and
(iii) furnish to any Holder of Registrable Stock, as soon as
reasonably practicable following a written request by such Holder,
a written statement by Parent as to its compliance with the
reporting requirements of the Securities Act, including Rule 144,
and the Exchange Act, a copy of the most recent annual or
quarterly report of Parent, and such other reports and documents
filed with the Commission by Parent as such Holder may reasonably
request in availing itself of any rule or regulation of the
Commission allowing such Holder to sell any Registrable Stock
without registration.
(b) at all times during which Parent is not subject to the
reporting requirements of Section 13 or 15(d) of the Exchange Act,
Parent agrees in addition to the requirements of Section 9(a) above, to
provide to any prospective buyer of Registrable Stock designated by
Holder, as soon as reasonably practicable following a written request by
such Holder, all information required by Rule 144A(d)(4)(i) promulgated
by the Commission under the Securities Act.
10. Indemnification.
In the event any Registrable Stock is included in a registration
statement under this Agreement:
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(a) Parent shall indemnify and hold harmless each Holder, such
Holder's agents, partners, directors, officers and underwriters, and
each Person, if any, who controls such Holder within the meaning of the
Securities Act, against any losses, claims, damages or liabilities,
joint or several, to which they may become subject under the Securities
Act or otherwise, insofar as such losses, claims, damages or liabilities
(or proceedings in respect thereof) arise out of or are based on any
untrue or alleged untrue statement of any material fact contained in
such registration statement on the effective date thereof (including any
prospectus filed under Rule 424 under the Securities Act or any
amendments or supplements thereto) or arise out of or are based upon the
omission or alleged omission therein of a material fact required to be
stated therein or necessary to make the statements therein not
misleading, and shall reimburse each such Holder and such Holder's
agents, partners, directors, officers, underwriters or controlling
Persons for any legal or other expenses reasonably incurred by them in
connection with investigating or defending any such loss, claim, damage,
liability or action; provided, however, that the indemnity agreement
contained in this Section 10(a) shall not apply to amounts paid in
settlement of any such loss, claim, damage, liability or action if such
settlement is effected without the written consent of Parent (which
consent shall not be unreasonably withheld, delayed or conditioned); and
provided further, that Parent shall not be liable to any Holder, such
Holder's agents, partners, directors, officers, underwriters or
controlling Person, in any such case for any such loss, claim, damage,
liability or action to the extent that it arises out of or is based upon
an untrue statement or alleged untrue statement or omission or alleged
omission made in connection with such registration statement,
preliminary prospectus, final prospectus or amendments or supplements
thereto, in reliance upon and in conformity with written information
furnished by any such Holder, such Holder's agents, partners, directors,
officers, underwriters or controlling Person, expressly for use in
connection with such registration. Such indemnity shall remain in full
force and effect regardless of any investigation made by or on behalf of
any such Holder, such Holder's agents, partners, directors, officers,
underwriters or controlling Person, and shall survive the transfer of
such securities by such Holder.
(b) Each Holder joining in a registration severally and not
jointly shall indemnify and hold harmless Parent, each of its directors
and officers and agents and, each Person, if any, who controls Parent
within the meaning of the Securities Act, against any losses, claims,
damages or liabilities, joint or several, to which Parent or any such
director, officer, controlling Person, or agent may become subject,
under the Securities Act or otherwise, insofar as such losses, claims,
damages or liabilities (or proceedings in respect thereof) arise out of
or are based upon any untrue statement or alleged untrue statement of
any material fact contained in such registration statement on the
effective date thereof (including any prospectus filed under Rule 424
under the Securities Act or any amendments or supplements thereto) or
arise out of or are based upon the omission or alleged omission therein
of a material fact required to be stated therein or necessary to make
the statements therein not misleading, in each case to the extent, but
only to the extent, that such untrue statement or alleged untrue
statement or omission or alleged omission was made in such registration
statement, preliminary or final prospectus, or amendments or supplements
thereto, in reliance upon and in
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conformity with written information furnished by or on behalf of such
Holder expressly for use in connection with such registration; and each
such Holder shall reimburse any legal or other expenses reasonably
incurred by Parent or any such director, officer, agent or controlling
Person in connection with investigating or defending any such loss,
claim, damage, liability or action; provided, however, that the
indemnity agreement contained in this Section 10(b) shall not apply to
amounts paid in settlement of any such loss, claim, damage, liability or
action if such settlement is effected without the written consent of
such Holder (which consent shall not be unreasonably withheld, delayed
or conditioned), and provided, further, that the liability of each
Holder hereunder shall be limited to the proportion of any such loss,
claim, damage, liability or expense which is equal to the proportion
that the net proceeds expected from the sale of the shares sold by such
Holder under such registration statement bears to the total net proceeds
expected from the sale of all securities sold thereunder, but in no
event shall the liability of such Holder exceed the net proceeds
actually received by such Holder from the sale of Registrable Stock
covered by such registration statement.
(c) Promptly after receipt by an indemnified party under this
Section of notice of the commencement of any action, such indemnified
party shall, if a claim in respect thereof is to be made against any
indemnifying party under this Section, notify the indemnifying party in
writing of the commencement thereof and the indemnifying party shall
have the right to participate in and assume the defense thereof with
counsel selected by the indemnifying party and reasonably satisfactory
to the indemnified party; provided, however, that an indemnified party
shall have the right to retain its own counsel, with all fees and
expenses thereof to be paid by such indemnified party, and to be
apprised of all progress in any proceeding the defense of which has been
assumed by the indemnifying party. The failure to notify an indemnifying
party promptly of the commencement of any such action, if and to the
extent materially prejudicial to its ability to defend such action,
shall relieve such indemnifying party of any liability to the
indemnified party under this Section, but the omission so to notify the
indemnifying party will not relieve it of any liability that it may have
to any indemnified party otherwise than under this Section. No
indemnifying party, in the defense of any such claim or action, shall,
except with the consent of each indemnified party (which shall not be
unreasonably withheld, delayed or conditioned), consent to entry of any
judgment or enter into any settlement that does not include as an
unconditional term thereof the giving by the claimant or plaintiff to
such indemnified party of a release from all liability in respect of
such claim or action.
(d) To the extent any indemnification by an indemnifying party is
prohibited or limited by law, the indemnifying party, in lieu of
indemnifying such indemnified party, shall contribute to the amount paid
or payable by such indemnified party as a result of such losses, claims,
damages or liabilities in such proportion as is appropriate to reflect
the relative fault of the indemnifying party and indemnified party in
connection with the actions which resulted in such losses, claims,
damages or liabilities, as well as any other relevant equitable
considerations. The relative fault of such indemnifying party and
indemnified party shall be determined by reference to, among other
things, whether any action in question, including any untrue or alleged
untrue statement of material fact or
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omission or alleged omission to state a material fact, has been made by,
or relates to information supplied by, such indemnifying party or
indemnified party, and the parties' relative intent, knowledge, access
to information and opportunity to correct or prevent such action. The
amount paid or payable by a party as a result of the losses, claims,
damages or liabilities referred to above shall be deemed to include any
legal or other fees or expenses reasonably incurred by such party in
connection with any investigation or proceeding.
The parties hereto agree that it would not be just and
equitable if contribution pursuant to this Section 10(d) were determined
by pro rata allocation or by any other method of allocation which does
not take account of the equitable considerations referred to in the
immediately preceding paragraph. No Person guilty of fraudulent
misrepresentation (within the meaning of Section 11(f) of the Securities
Act) shall be entitled to contribution from any Person who was not
guilty of such fraudulent misrepresentation.
11. [Intentionally Omitted]
12. Assignment of Registration Rights. The registration rights of
any Holder under this Agreement with respect to any Registrable Stock may be
assigned in connection with a transfer of such Registrable Stock to any
transferee of such Registrable Stock who (a) is an Affiliate, partner, officer
or former officer (which includes, without limitation, Xxxx Xxxxxxxxxx) of
such Holder, (b) is an Affiliate of Trust Company of the West or (c) acquires
at least twenty per cent (20%) of such Holder's shares of Registrable Stock
(adjusted for stock splits and stock consolidations after the effective date
of this Agreement); provided, however, that (i) the transferring Holder shall
have complied with the notice requirements set forth in Section 3 hereof, (ii)
the transferee shall have agreed in writing, in form and substance reasonably
satisfactory to Parent, to be bound as a Holder by the provisions of this
Agreement and (iii) immediately following such transfer, the further
disposition of such securities by such transferee is restricted under the
Securities Act, unless the certificates of the shares of Registrable Stock to
be transferred are not required to bear the legend set forth in Section 2
hereof, as provided in Sections 2 and 3 hereof. Any merger, consolidation,
sale or other transaction with respect to a Holder which would result in a
transfer of Registrable Stock shall be subject to the provisions of this
Section 12.
13. Successors and Assigns. Except as otherwise expressly provided
herein, the terms and conditions of this Agreement shall inure to the benefit
of and be binding upon the respective successors and permitted assigns of the
parties hereto. Except as expressly provided in this Agreement, nothing in
this Agreement, express or implied, is intended to confer upon any Person
other than the parties hereto or their respective successors and permitted
assigns any rights, remedies, obligations, or liabilities under or by reason
of this Agreement. Each Person who acquires Registrable Stock by means of
succession, inheritance or operation of law shall, as soon as reasonably
practicable following such acquisition, (a) provide a written notice to Parent
containing the information required to be set forth in a Transfer Notice
pursuant to Section 3 hereof and (b) execute the agreement described in clause
(ii) of Section 12 hereof. The
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acquisition of Registrable Stock by any other Person shall be subject to
compliance with the provisions of Section 12 hereof.
14. Governing Law. This Agreement shall be governed by and
construed in accordance with the laws of the State of New York.
15. Counterparts. This Agreement may be executed in two or more
counterparts, each of which shall be deemed an original, but all of which
together shall constitute one and the same instrument. A faxed signature shall
have the same effect as an original signature, provided that an original
signed copy shall be provided promptly thereafter.
16. Titles. The titles of the Sections of this Agreement are
used for convenience only and are not to be considered in construing or
interpreting this Agreement.
17. Notices. Any notice required or permitted under this Agreement
shall be in writing and shall be delivered by personal service, telecopy,
Federal Express or comparable overnight service or certified mail (if such
service is not available, then by first class mail), postage prepaid, directed
to (a) Parent at the address set forth below its signature hereof, (b) to a
Holder at the address therefor as set forth in Parent's records or (iii) if
appropriate, to Parent at any address furnished by Parent, or, in any such
case, at such other address or addresses as shall have been furnished in
writing by such party to the others. The giving of any notice required
hereunder may be waived in writing by the parties hereto. Any notice sent by
certified mail shall be deemed to have been given three (3) days after the
date on which it is mailed. All other notices shall be deemed given when
received. No objection may be made to the manner of delivery of any notice
actually received in writing by an authorized agent of a party.
18. Amendments and Waivers. Any provision of this Agreement may be
amended and the observance of any provision of this Agreement may be waived
(either generally or in a particular instance and either retroactively or
prospectively), only with the written consent of Parent, Buyer (if applicable)
and the Holders of at least a majority of all Registrable Stock then in
existence. Any amendment or waiver effected in accordance with this Section 18
shall be binding upon Parent, Buyer, each Holder and each future Holder of any
securities subject to this Agreement at the time outstanding (including
securities into which such securities are convertible).
19. Severability. If one or more provisions of this Agreement are
held to be unenforceable under applicable law, such provisions shall be
excluded from this Agreement and the balance of this Agreement shall be
interpreted as if such provisions were so excluded and shall be enforceable in
accordance with its terms.
20. Entire Agreement. All prior agreements of the parties
concerning the subject matter of this Agreement are expressly superseded by
this Agreement. This Agreement contains the entire Agreement of the parties
concerning the subject matter hereof. Any oral representations or
modifications of this Agreement shall be of no effect.
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IN WITNESS WHEREOF, the parties have entered into this Agreement
as of the day and year set forth above.
BROADWAY VIDEO ENTERTAINMENT, L.P.
By: Broadway Video Enterprises, Inc.,
its General Partner
By: /s/ Xxxxxxx X. Xxxxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Chief Operating Officer and
Chief Financial Officer
Address for Notices: 0000 Xxxxxxxx
Xxxxx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xxxxxxx X. Xxxxxxx
Telecopy: (000) 000-0000
GOLDEN BOOKS FAMILY ENTERTAINMENT, INC.
By: /s/ Xxxxxxx X. Xxxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxxx
Title: Chairman of the Board of Directors
and Chief Executive Officer
Address for Notices: 000 Xxxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xxxxxxx Xxxxxx
Telecopy: (000) 000-0000
