WM Holdings Finance Corp. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 26th, 2011 • Warner Music Group Corp. • Services-amusement & recreation services • New York
WM Holdings Finance Corp., a Delaware corporation (the “Initial Issuer”), proposes to issue and sell to Credit Suisse Securities (USA) LLC and UBS Securities LLC, as representatives of the initial purchasers (collectively, the “Initial Purchasers”), upon the terms set forth in a purchase agreement dated July 14, 2011 (the “Purchase Agreement”), U.S. $150,000,000 aggregate principal amount of its 13.75% Senior Notes due 2019 (the “Initial Securities”). On the Completion Date (as defined in the Purchase Agreement), Initial Issuer will be merged with and into WMG Holdings Corp. (“WMG”). WMG will become a party hereto by execution of a joinder agreement in the form of Exhibit A hereto (the “Joinder Agreement”) on the Completion Date. References to the “Company” refer to (i) prior to the execution of the Joinder Agreement on the Completion Date, the Initial Issuer and (ii) from and after the execution of the Joinder Agreement on the Completion Date, WMG. The Initial Securities will be issue
WMG ACQUISITION CORP., as Issuer and the Guarantors, if any, from time to time parties hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee and CREDIT SUISSE AG as Notes Authorized Agent and as Collateral Agent INDENTURE DATED AS OF NOVEMBER 1,...Indenture • February 6th, 2020 • Warner Music Group Corp. • Services-amusement & recreation services • New York
INDENTURE, dated as of November 1, 2012 (as amended, supplemented, waived or otherwise modified from time to time, this “Indenture”), among WMG ACQUISITION CORP., a Delaware corporation, as issuer, the Guarantors, if any, from time to time party hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”) and CREDIT SUISSE AG, as Notes Authorized Agent and as Collateral Agent.
AGREEMENT AND PLAN OF MERGER by and among AIRPLANES MUSIC LLC, AIRPLANES MERGER SUB, INC. and WARNER MUSIC GROUP CORP. Dated as of May 6, 2011Agreement and Plan of Merger • May 9th, 2011 • Warner Music Group Corp. • Services-amusement & recreation services • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of May 6, 2011 (this “Agreement”), by and among Airplanes Music LLC, a Delaware limited liability company (“Parent”), Airplanes Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and Warner Music Group Corp., a Delaware corporation (the “Company”).
EXHIBIT 1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)(1) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on...Warner Music Group Corp. • January 26th, 2006 • Services-amusement & recreation services
The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him, her or it contained herein, but shall not be responsible for the completeness and accuracy of the information concerning the other entities or persons, except to the extent that he, she or it knows or has reason to believe that such information is inaccurate.
WM HOLDINGS FINANCE CORP., as Issuer and WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee INDENTURE DATED AS OF JULY 20, 2011 13.75% SENIOR NOTES DUE 2019Warner Music Group Corp. • July 26th, 2011 • Services-amusement & recreation services • New York
INDENTURE, dated as of July 20, 2011 (as amended, supplemented, waived or otherwise modified from time to time, this “Indenture”), between WM HOLDINGS FINANCE CORP., a Delaware corporation, as issuer and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”).
WM FINANCE CORP., as Issuer and the Guarantors, if any, from time to time parties hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee INDENTURE DATED AS OF JULY 20, 2011 11.5% SENIOR NOTES DUE 2018Supplemental Indenture • July 26th, 2011 • Warner Music Group Corp. • Services-amusement & recreation services • New York
INDENTURE, dated as of July 20, 2011 (as amended, supplemented, waived or otherwise modified from time to time, this “Indenture”), among WM FINANCE CORP., a Delaware corporation, as issuer, the Guarantors, if any, from time to time party hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”).
FIFTH AMENDMENTCredit Agreement • December 1st, 2023 • Warner Music Group Corp. • Services-amusement & recreation services • New York
This CREDIT AGREEMENT (“Agreement”) is dated as of January 31, 2018 (the “Restatement Date”), among WMG ACQUISITION CORP., a Delaware corporation (the “Borrower”), each LENDER from time to time party hereto (collectively, the “Lenders” and, individually, a “Lender”) and CREDIT SUISSE AGJPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, including any successor thereto, the “Administrative Agent”).
CREDIT AGREEMENT dated as of November 1, 2012 among WMG ACQUISITION CORP., as Borrower, THE LENDERS PARTY HERETO, and CREDIT SUISSE AG, as Administrative Agent, CREDIT SUISSE SECURITIES (USA) LLC, BARCLAYS BANK PLC, UBS SECURITIES LLC, MACQUARIE...Credit Agreement • November 7th, 2012 • Warner Music Group Corp. • Services-amusement & recreation services • New York
This CREDIT AGREEMENT (“Agreement”) is dated as of November 1, 2012, among WMG ACQUISITION CORP., a Delaware corporation (the “Borrower”), each LENDER from time to time party hereto (collectively, the “Lenders” and, individually, a “Lender”) and CREDIT SUISSE AG, as administrative agent (in such capacity, including any successor thereto, the “Administrative Agent”).
FORM OF REGISTRATION RIGHTS AGREEMENT dated as of between Warner Music Group Corp. and Access Industries, LLCRegistration Rights Agreement • May 26th, 2020 • Warner Music Group Corp. • Services-amusement & recreation services • New York
This Registration Rights Agreement, dated as of [•], 2020, is between Warner Music Group Corp., a Delaware corporation (the “Company”), and Access Industries, LLC, a Delaware limited liability company (“Access”).
CREDIT AGREEMENT among WMG ACQUISITION CORP., as Borrower, THE LENDERS FROM TIME TO TIME PARTIES HERETO, JPMORGAN CHASE BANK, N.A., as Administrative Agent, BOFA SECURITIES, INC., CITIBANK, N.A., GOLDMAN SACHS BANK USA, MORGAN STANLEY SENIOR FUNDING,...Credit Agreement • February 8th, 2024 • Warner Music Group Corp. • Services-amusement & recreation services • New York
CREDIT AGREEMENT, dated as of November 1, 2012, among WMG ACQUISITION CORP. (as further defined in Section 1.1, the “Borrower”), a Delaware corporation, the several banks and other financial institutions from time to time party hereto (as further defined in Section 1.1, the “Lenders”), and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity and as further defined in Section 1.1, the “Administrative Agent”) for the Lenders hereunder.
DIRECTOR INDEMNIFICATION AGREEMENTDirector Indemnification Agreement • August 8th, 2023 • Warner Music Group Corp. • Services-amusement & recreation services • Delaware
Indemnification Agreement (this “Agreement”), dated the date set forth on the signature page hereof, between Warner Music Group Corp., a Delaware corporation (the “Company”) and the director whose name appears on the signature page hereof (“Indemnitee”).
COPYRIGHT SECURITY AGREEMENTCopyright Security Agreement • July 26th, 2011 • Warner Music Group Corp. • Services-amusement & recreation services • New York
This Copyright Security Agreement (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Copyright Security Agreement”), dated July 20, 2011, is made by 615 Music Library, LLC (the “Grantor”) in favor of Wells Fargo Bank, National Association, as collateral agent (the “Collateral Agent”) for the Secured Parties (as defined in the Security Agreement referred to below).
CREDIT AGREEMENT dated as of January 31, 2018 among WMG ACQUISITION CORP., as Borrower, THE LENDERS PARTY HERETO, And CREDIT SUISSE AG, as Administrative Agent, CREDIT SUISSE SECURITIES (USA) LLC, BARCLAYS BANK PLC, GOLDMAN SACHS BANK USA, MORGAN...Credit Agreement • February 2nd, 2018 • Warner Music Group Corp. • Services-amusement & recreation services • New York
This CREDIT AGREEMENT (“Agreement”) is dated as of January 31, 2018 (the “Restatement Date”), among WMG ACQUISITION CORP., a Delaware corporation (the “Borrower”), each LENDER from time to time party hereto (collectively, the “Lenders” and, individually, a “Lender”) and CREDIT SUISSE AG, as administrative agent (in such capacity, including any successor thereto, the “Administrative Agent”).
RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • November 24th, 2009 • Warner Music Group Corp. • Services-amusement & recreation services • New York
THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”), is entered into on January 28, 2005, by and between WMG Parent Corp., a Delaware corporation (“Parent”), and David H. Johnson (the “Executive”). Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the “Employment Agreement” (as defined herein).
CREDIT AGREEMENT dated as of July 20, 2011 among WMG ACQUISITION CORP., as Borrower THE LENDERS PARTY HERETO and CREDIT SUISSE AG, as Administrative Agent CREDIT SUISSE SECURITIES (USA) LLC and UBS SECURITIES LLC, as Joint Bookrunners and Joint Lead...Credit Agreement • July 26th, 2011 • Warner Music Group Corp. • Services-amusement & recreation services • New York
This CREDIT AGREEMENT (“Agreement”) is dated as of July 20, 2011, among WMG ACQUISITION CORP., a Delaware corporation (the “Borrower”), each LENDER from time to time party hereto (collectively, the “Lenders” and, individually, a “Lender”) and CREDIT SUISSE AG, as administrative agent (in such capacity, including any successor thereto, the “Administrative Agent”).
THIRD AMENDMENTCredit Agreement • May 4th, 2021 • Warner Music Group Corp. • Services-amusement & recreation services • New York
This CREDIT AGREEMENT (“Agreement”) is dated as of January 31, 2018 (the “Restatement Date”), among WMG ACQUISITION CORP., a Delaware corporation (the “Borrower”), each LENDER from time to time party hereto (collectively, the “Lenders” and, individually, a “Lender”) and CREDIT SUISSE AG, as administrative agent (in such capacity, including any successor thereto, the “Administrative Agent”).
WARNER CHAPPELL MUSIC, INC. Los Angeles, CA 90021Warner Music Group Corp. • November 21st, 2023 • Services-amusement & recreation services • California
This letter, when signed by you and countersigned by us (“Company”), shall, constitute our agreement (the “Agreement”) with respect to your employment with Company. Company advises you that you have the right to consult with an attorney of your choosing before you sign this Agreement. You acknowledge and agree that you have been given the time necessary to seek legal advice and counsel, and that your attorney, Michael Guido, Esq., has reviewed and negotiated this Agreement. You and Company mutually acknowledge and agree that (a) the employment agreement between you and Company (formerly known as Warner/Chappell Music, Inc.) dated January 9, 2019 (the “2019 Agreement”), will terminate by mutual agreement on the date this Agreement is executed in full (the “Execution Date”) and following such termination, this Agreement shall take effect on the Execution Date, and (b) entering into this new Agreement does not violate California Labor Code Section 2855.
AMENDED AND RESTATED EMPLOYMENT AGREEMENT by and between WMG ACQUISITION CORP. and Lyor CohenEmployment Agreement • March 19th, 2008 • Warner Music Group Corp. • Services-amusement & recreation services • New York
Warner Music Group Corp. Common Stock Underwriting AgreementUnderwriting Agreement • April 22nd, 2005 • Warner Music Group Corp. • Services-amusement & recreation services • New York
Warner Music Group Corp., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) for whom Goldman, Sachs & Co. and Morgan Stanley & Co. Incorporated are acting as representatives (in such capacity, the “Representatives”), an aggregate of shares of Common Stock, par value $0.001 per share (“Stock”) of the Company and certain stockholders of the Company named in Schedule II hereto (the “Selling Stockholders”) propose, subject to the terms and conditions stated herein, to sell to the Underwriters an aggregate of shares and, at the election of the Underwriters, up to additional shares of Stock. The aggregate of shares to be sold by the Company and the Selling Stockholders is herein called the “Firm Shares” and the aggregate of additional shares to be sold by the Selling Stockholders is herein called the “Optional Shares”. The Firm Shares and the Optional Share
INDEMNIFICATION AGREEMENTIndemnification Agreement • February 6th, 2020 • Warner Music Group Corp. • Services-amusement & recreation services
This Indemnification Agreement (“Agreement”) is made and entered into as of this [ ] day of [ ], 2011, by and between Warner Music Group Corp., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”).
AMENDED AND RESTATED STOCKHOLDERS AGREEMENTStockholders Agreement • May 10th, 2005 • Warner Music Group Corp. • Services-amusement & recreation services • Delaware
This Amended and Restated Stockholders Agreement made as of May __, 2005 (the “Agreement”) amends and restates the Stockholders Agreement made as of February 29, 2004 and amended as of July 30, 2004 (the “Original Agreement”) by and among:
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF WMG MANAGEMENT HOLDINGS, LLC Dated as of December 4, 2013Limited Liability Company Agreement • December 12th, 2013 • Warner Music Group Corp. • Services-amusement & recreation services • Delaware
This Amended and Restated Limited Liability Company Agreement of WMG Management Holdings, LLC, dated as of December 4, 2013, is entered into by the Company, AI Entertainment Management, LLC (the “Managing Member”) and the Persons listed on Schedule A attached hereto, as the same may be amended from time to time (the “Members”).
CREDIT AGREEMENT among WMG ACQUISITION CORP., as Borrower, THE LENDERS FROM TIME TO TIME PARTIES HERETO, CREDIT SUISSE AG, as Administrative Agent, BARCLAYS BANK PLC, UBS SECURITIES LLC, as Syndication Agents, and CREDIT SUISSE SECURITIES (USA) LLC,...Credit Agreement • November 7th, 2012 • Warner Music Group Corp. • Services-amusement & recreation services • New York
CREDIT AGREEMENT, dated as of November 1, 2012, among WMG ACQUISITION CORP. (as further defined in Section 1.1, the “Borrower”), a Delaware corporation, the several banks and other financial institutions from time to time party hereto (as further defined in Section 1.1, the “Lenders”), and CREDIT SUISSE AG, as administrative agent (in such capacity and as further defined in Section 1.1, the “Administrative Agent”) for the Lenders hereunder.
FORM OF AWARD AGREEMENTAward Agreement • February 6th, 2020 • Warner Music Group Corp. • Services-amusement & recreation services
As a current participant in the Warner Music Group Corp. Senior Management Free Cash Flow Plan (as amended, the “Plan”; capitalized terms used but not defined herein have the meanings ascribed to them in the Plan), you have the opportunity to receive a one-time award of [ ] additional Deferred Equity Units (the “Award”), at the same time that you are granted Deferred Equity Units in respect of your 2013 free cash flow bonus under the Plan, but only if you agree to the terms and conditions described below. This Award is being made under the Plan, and, except as expressly provided in this letter, the Award is subject to all the terms and conditions of the Plan.
RESTRICTED STOCK UNIT AWARD TERMS AND CONDITIONS (U.S.)Restricted Stock • February 8th, 2024 • Warner Music Group Corp. • Services-amusement & recreation services • New York
This document contains the Terms and Conditions of the Restricted Stock Units awarded by the Company to the Participant indicated in the Notice of Award of Restricted Stock Units to which this document is attached (the “Notice”), and constitutes a binding agreement by and between Warner Music Group Corp. (the “Company”), and the employee whose name is set forth on the Notice. Capitalized terms used but not defined herein shall have the respective meanings given to them in the Warner Music Group Corp. 2020 Omnibus Incentive Plan, as amended from time to time (the “Plan”).
Dated 8 January 2019 and SERVICE AGREEMENTService Agreement • February 6th, 2020 • Warner Music Group Corp. • Services-amusement & recreation services
CREDIT AGREEMENT among WMG ACQUISITION CORP., as Borrower, THE LENDERS FROM TIME TO TIME PARTIES HERETO, CREDIT SUISSE AG, as Administrative Agent, BARCLAYS BANK PLC, UBS SECURITIES LLC, as Syndication Agents, and CREDIT SUISSE SECURITIES (USA) LLC,...Credit Agreement • February 6th, 2020 • Warner Music Group Corp. • Services-amusement & recreation services • New York
CREDIT AGREEMENT, dated as of November 1, 2012, among WMG ACQUISITION CORP. (as further defined in Section 1.1, the “Borrower”), a Delaware corporation, the several banks and other financial institutions from time to time party hereto (as further defined in Section 1.1, the “Lenders”), and CREDIT SUISSE AG, as administrative agent (in such capacity and as further defined in Section 1.1, the “Administrative Agent”) for the Lenders hereunder.
GUARANTEEWarner Music Group Corp. • February 6th, 2020 • Services-amusement & recreation services
Warner Music Group Corp. (the “Guarantor”) hereby unconditionally guarantees WMG Acquisition Corp.’s 4.875% Senior Secured Notes due 2024 (the “Dollar Notes”) and 4.125% Senior Secured Notes due 2024 (the “Euro Notes” and, together with the Dollar Notes, the “Notes”) issued pursuant to the Indenture, dated as of November 1, 2012 (the “Secured Notes Base Indenture”), by and among WMG Acquisition Corp., a Delaware corporation, as issuer (the “Issuer”), the guarantors party thereto (the “Guarantors”), Wells Fargo Bank, National Association, as Trustee (the “Trustee”) and Credit Suisse AG, as Notes Authorized Agent and as Collateral Agent, as supplemented by (i) in the case of the Dollar Notes, the Sixth Supplemental Indenture, dated as of October 18, 2016 (the “Sixth Supplemental Indenture”), by and among the Issuer, the Guarantors and the Trustee and (ii) in the case of the Euro Notes, the Seventh Supplemental Indenture, dated as of October 18, 2016 (the “Seventh Supplemental Indenture”)
WMG ACQUISITION CORP. Issuer THE SUBSIDIARY GUARANTORS PARTIES HERETO And WELLS FARGO BANK, NATIONAL ASSOCIATION, TrusteeSupplemental Indenture • May 10th, 2005 • Warner Music Group Corp. • Services-amusement & recreation services • New York
This SECOND SUPPLEMENTAL INDENTURE is dated as of this th day of , 2005 (the “Second Supplemental Indenture”), among WMG ACQUISITION CORP., a Delaware corporation (the “Company”), the Subsidiary Guarantors parties hereto (as listed below) and WELLS FARGO BANK, NATIONAL ASSOCIATION, as indenture trustee (the “Trustee”).
RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • April 7th, 2005 • Warner Music Group Corp. • Services-amusement & recreation services • New York
THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”), is entered into as of the 1st day of October, 2004, by and between WMG Parent Corp., a Delaware corporation (“Parent”), and Paul-Rene Albertini (the “Executive”). Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the “Employment Agreement” (as defined herein).
SUBSIDIARY GUARANTY Dated as of January 31, 2018 From THE GUARANTORS NAMED HEREIN and THE ADDITIONAL GUARANTORS REFERRED TO HEREIN as Guarantors in favor of THE SECURED PARTIES REFERRED TO IN THE CREDIT AGREEMENT REFERRED TO HEREINSubsidiary Guaranty • February 6th, 2020 • Warner Music Group Corp. • Services-amusement & recreation services • New York
SUBSIDIARY GUARANTY dated as of January 31, 2018 (the “Guaranty”) made by the Persons listed on the signature pages hereof under the caption “Subsidiary Guarantors” and the Additional Guarantors (as defined in Section 9) (such Persons so listed and the Additional Guarantors being, collectively, the “Guarantors” and, individually, a “Guarantor”) and, solely with respect to the reaffirmation in Section 18, WMG Holdings Corp., a Delaware corporation (“Holdings”), in favor of the Secured Parties (as defined in the Credit Agreement referred to below).
WARNER MUSIC GROUP CORP. RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • March 19th, 2008 • Warner Music Group Corp. • Services-amusement & recreation services • New York
THIS EXECUTIVE RESTRICTED STOCK AWARD AGREEMENT (the “Agreement”) is entered into as of this 15th day of March 2008, by and between Warner Music Group Corp., a Delaware corporation (“Parent”), and Lyor Cohen (the “Executive”).
STOCKHOLDER AGREEMENT BETWEEN WARNER MUSIC GROUP CORP. AND ACCESS INDUSTRIES, LLC DATED AS OF MAY 29, 2020Stockholder Agreement • August 4th, 2020 • Warner Music Group Corp. • Services-amusement & recreation services • Delaware
This Stockholder Agreement, dated as of May 29, 2020, is between Warner Music Group Corp., a Delaware corporation (the “Company”), and Access Industries, LLC, a Delaware limited liability company (“Access”) (each a “Party” and, collectively, the “Parties”).
WARNER MUSIC GROUP CORP. STOCK OPTION AGREEMENTStock Option Agreement • December 1st, 2006 • Warner Music Group Corp. • Services-amusement & recreation services • New York
THIS STOCK OPTION AGREEMENT (this “Agreement”), is entered into as of this 5th day of August 2005, by and between Warner Music Group Corp., a Delaware corporation (“Parent”), and Caroline Stockdale (the “Executive”). Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Warner Music Group Corp. 2005 Omnibus Award Plan (the “Plan”).
RESTRICTED STOCK UNIT AWARD TERMS AND CONDITIONS (U.S.)Restricted Stock • February 9th, 2023 • Warner Music Group Corp. • Services-amusement & recreation services • New York
This document contains the Terms and Conditions of the Restricted Stock Units awarded by the Company to the Participant indicated in the Notice of Award of Restricted Stock Units to which this document is attached (the “Notice”), and constitutes a binding agreement by and between Warner Music Group Corp. (the “Company”), and the employee whose name is set forth on the Notice. Capitalized terms used but not defined herein shall have the respective meanings given to them in the Warner Music Group Corp. 2020 Omnibus Incentive Plan, as amended from time to time (the “Plan”).
