GRUPO TELEVISA, S.A.B. (a publicly traded limited liability stock corporation organized under the laws of the United Mexican States) Ps. 6,500,000,000 7.25% Peso Denominated Senior Notes Due 2043 Payable in Mexican Pesos UNDERWRITING AGREEMENTUnderwriting Agreement • May 14th, 2013 • Grupo Televisa, S.A.B. • Television broadcasting stations • New York
Grupo Televisa, S.A.B., a publicly traded limited liability stock corporation (sociedad anónima bursátil) (the “Company” or “Televisa”) organized under the laws of the United Mexican States (“Mexico”), confirms its agreement with each of the Underwriters named in Schedule A hereto, (the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 11 hereof), with respect to the issue and sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective principal amounts set forth in Schedule A-1 of Ps. 6,500,000,000 aggregate principal amount of the Company’s 7.25% Peso Denominated Senior Notes due 2043, payable in Mexican pesos (the “Securities”). Mexican affiliates of the Underwriters named in Schedule A-2 hereto (the “Mexican Underwriters”) shall, on behalf of the Underwriters, offer and sell the Securities to investors pursuant to a public offering in Mexico. The Securities are to be issued
GRUPO TELEVISA, S.A.B., as Issuer, THE BANK OF NEW YORK MELLON, as Trustee, Registrar, Paying Agent and Transfer Agent, THE BANK OF NEW YORK MELLON, LONDON BRANCH, as London Paying Agent and THE BANK OF NEW YORK MELLON (LUXEMBOURG) S.A., as Luxembourg...Sixteenth Supplemental Indenture • May 14th, 2013 • Grupo Televisa, S.A.B. • Television broadcasting stations • New York
SIXTEENTH SUPPLEMENTAL INDENTURE, dated as of the 14th day of May, 2013, among GRUPO TELEVISA, S.A.B., a limited liability public stock corporation (sociedad anónima bursátil) organized under the laws of the United Mexican States (the “Issuer” or the “Company”). THE BANK OF NEW YORK MELLON, a New York banking corporation, having its Corporate Trust Office located at 101 Barclay Street, New York, New York 10286, as trustee (the “Trustee”), registrar (“Registrar”), paying agent (“Paying Agent”) and transfer agent (“Transfer Agent”), THE BANK OF NEW YORK MELLON, LONDON BRANCH, at its office at One Canada Square, London E14 5AL, United Kingdom, as paying agent (a “Paying Agent”), and THE BANK OF NEW YORK MELLON (LUXEMBOURG) S.A., a bank duly incorporated and existing under the laws of Luxembourg, at its office at Vertigo Building, Polaris, 2-4 rue Eugène Ruppert, L-2453, Luxembourg, as paying agent and transfer agent (a “Paying Agent” and a “Transfer Agent”) as the case may be);
