VOTING AGREEMENTVoting Agreement • December 23rd, 2020 • Mihi LLC • Telephone communications (no radiotelephone) • Delaware
This VOTING AGREEMENT (this “Agreement”) is dated as of November 3, 2020, by and between the undersigned holder (“Shareholder”) of common stock, par value $0.01 per share (the “Company Common Stock”) of Alaska Communications Systems Group, Inc. a Delaware corporation (the “Company”) and Juneau Parent Co, Inc., a Delaware corporation (“Parent”). All terms used herein and not defined herein shall have the meanings assigned thereto in the Merger Agreement (as defined below).
JOINT FILING AGREEMENTJoint Filing Agreement • December 23rd, 2020 • Mihi LLC • Telephone communications (no radiotelephone)
Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”) the undersigned hereby agree to the joint filing on behalf of each of them of any filing required by such party under Section 13 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with respect to securities of Alaska Communications Systems Group, Inc., a Delaware corporation, and further agree to the filing, furnishing, and/or incorporation by reference of this Agreement as an exhibit thereto. Each of them is responsible for the timely filing of such filings and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe t
EQUITY COMMITMENT LETTERMihi LLC • December 23rd, 2020 • Telephone communications (no radiotelephone) • Delaware
We refer to (i) that certain Agreement and Plan of Merger, dated as of the date hereof (the “Agreement”), by and among Alaska Communications Systems Group, Inc., a Delaware corporation (the “Company”), Juneau Parent Co, Inc., a Delaware corporation (“Parent”), and Juneau Merger Co, Inc., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”), pursuant to which the Company, Parent and Merger Sub have agreed to consummate the merger of Merger Sub with and into the Company upon the terms and subject to the conditions set forth in the Agreement, with the Company surviving as a wholly-owned Subsidiary of Parent (the “Merger”), (ii) that certain Limited Guarantee, dated as of the date hereof (the “Limited Guarantee”), by [ ], an [ ] (the “Equity Investor”), in favor of the Company, and (iii) that certain Equity Commitment Letter in favor of [ ] (the “Co-Investor Equity Commitment Letter”) and that certain Limited Guarantee in favor of the Company (the “Co-Investor Guar
