ASSET AND EQUITY PURCHASE AGREEMENT by and among RNN-TV Licensing Co. LLC, as Buyer and IMEDIA BRANDS, INC. and THE OTHER SELLERS NAMED HEREIN, as Sellers July 3, 2023Asset and Equity Purchase Agreement • July 10th, 2023 • iMedia Brands, Inc. • Retail-catalog & mail-order houses • Delaware
THIS ASSET AND EQUITY PURCHASE AGREEMENT, dated as of July 3, 2023 (the “Agreement”), is made and entered into by and among RNN-TV Licensing Co. LLC, a Delaware limited liability company (“Buyer”), iMedia Brands, Inc., a Minnesota corporation (the “Company”), and those certain Subsidiaries of the Company signatory hereto (collectively with the Company, “Sellers” and each entity individually, a “Seller”). Sellers and Buyer are sometimes referred to collectively herein as the “Parties” and individually as a “Party.” Capitalized terms used herein and not otherwise defined herein have the meanings set forth in Article 1.
SUPER PRIORITY SENIOR SECURED DEBTOR-IN-POSSESSION LOAN AND SECURITY AGREEMENT Dated as of July 3, 2023 among SIENA LENDING GROUP LLC, as Agent, SIENA LENDING GROUP LLC, and the other financial institutions party hereto from time to time, as Lenders...Super Priority • July 10th, 2023 • iMedia Brands, Inc. • Retail-catalog & mail-order houses • New York
Pursuant to Section 364(c) and (d) of the Bankruptcy Code, this Debtor-In-Possession Loan and Security Agreement (as it may be amended, restated or otherwise modified from time to time, this “Agreement”) is entered into as of July 3, 2023 among (1) Siena Lending Group LLC (“Siena”), as agent for the Lenders (in such capacity, together with its successors and assigns “Agent”), (2) the lenders from time to time party hereto (each of such lenders, together with its successors and permitted assigns, is referred to hereinafter as a “Lender”), (3) iMedia Brands, Inc., a Minnesota corporation (“iMedia”), VALUEVISION INTERACTIVE, INC., a Minnesota corporation (“Value Interactive”), VALUEVISION RETAIL, INC., a Delaware corporation (“Value Retail”), PW ACQUISITION COMPANY, LLC, a Minnesota limited liability company (“PW Acquisition”), FL ACQUISITION COMPANY, a Minnesota corporation (“FL Acquisition”), VALUEVISION MEDIA ACQUISITIONS, INC., a Delaware corporation (“Value Media”), JWH Acquisition C
