REORGANIZATION AGREEMENT between LIBERTY GLOBAL PLC and LIBERTY LATIN AMERICA LTD. Dated as of December 29, 2017Reorganization Agreement • December 29th, 2017 • Liberty Latin America Ltd. • Cable & other pay television services • Delaware
This REORGANIZATION AGREEMENT (together with all Schedules and Exhibits hereto, this “Agreement”), dated as of December 29, 2017, is entered into by and between LIBERTY GLOBAL PLC, a public limited company organized under the laws of England and Wales (“LGP”), and Liberty Latin America Ltd., an exempted Bermuda company limited by shares (“Splitco”). Certain capitalized terms used herein have the meanings ascribed thereto in Section 7.1.
LETTERHEAD OF LIBERTY GLOBAL, INC.]Liberty Latin America Ltd. • December 29th, 2017 • Cable & other pay television services • Colorado
Liberty Global plc, a public limited company organized under the laws of England and Wales (“Parent”), has, or will shortly, effect the split-off (the “Split-off”) of Liberty Latin America Ltd., a Bermuda company (“SplitCo”), by means of a stock dividend to the holders of Parent’s LiLAC ordinary shares. To that end, Parent and SplitCo have entered into a Reorganization Agreement, dated as of December 29, 2017 (the “Reorganization Agreement”), pursuant to which all of the assets, liabilities and businesses of Parent attributed to the “LiLAC Group,” including LiLAC Communications Inc., a Delaware corporation (“SplitCo Sub”) have been, or will be, transferred to SplitCo and its subsidiaries.
SUBLEASESublease • December 29th, 2017 • Liberty Latin America Ltd. • Cable & other pay television services
THIS SUBLEASE is made and entered into this 29th day of December, 2017 by and between Liberty Global, Inc., a Delaware corporation (“Sublessor”) and LiLAC Communications Inc., a Delaware corporation (“Sublessee”).
