them (or their Representative) shall have the right to enforce the provisions
of this Indenture that benefit such holders.
SECTION 12.16.
TABLE
OF CONTENTS, HEADINGS, ETC.
The Table of Contents, Cross-Reference Table and headings of the Articles and
Sections of this Indenture have been inserted for convenience of reference only,
are not to be considered a part of this Indenture, and shall in no way modify or
restrict any of the terms or provisions of this Indenture.
70
SIGNATURES
THE COMPANY:
YOUNG BROADCASTING INC.
By:
Name:
James A. Morgan
Title:
Executive Vice President and
Chief Financial Officer
S-1
THE INITIAL GUARANTORS:
YOUNG BROADCASTING OF ALBANY, INC.
YOUNG BROADCASTING OF LANSING, INC.
WINNEBAGO TELEVISION CORPORATION
YOUNG BROADCASTING OF NASHVILLE, INC.
YBT, INC.
YOUNG BROADCASTING OF LOUISIANA, INC.
LAT, INC.
YOUNG BROADCASTING OF RICHMOND, INC.
YOUNG BROADCASTING OF GREEN BAY, INC.
YOUNG BROADCASTING OF KNOXVILLE, INC.
YBK, INC.
YOUNG BROADCASTING OF DAVENPORT, INC.
YOUNG BROADCASTING OF SIOUX FALLS, INC.
YOUNG BROADCASTING OF RAPID CITY, INC.
YOUNG BROADCASTING OF SAN FRANCISCO, INC.
HONEY BUCKET FILMS, INC.
ADAM YOUNG INC.
By:
Name:
James A. Morgan
Title:
Executive Vice President and
Chief Financial Officer
WKRN, G.P.
By:
Young Broadcasting of Nashville, Inc.,
Managing Partner
By:
Name:
James A. Morgan
Title:
Executive Vice President and
Chief Financial Officer
S-2
KLFY, L.P.
By:
Young Broadcasting of Louisiana, Inc.,
General Partner
By:
Name:
James A. Morgan
Title:
Executive Vice President and
Chief Financial Officer
WATE, G.P.
By:
Young Broadcasting of Knoxville, Inc.,
Managing Partner
By:
Name:
James A. Morgan
Title:
Executive Vice President and
Chief Financial Officer
S-3
WACHOVIA BANK, NATIONAL
ASSOCIATION, as Trustee
By:
Name:
Title:
S-4
EXHIBIT A-1
[FORM OF SERIES A NOTE]
SERIES A NOTE
THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS
AMENDED (THE "SECURITIES ACT"), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD
WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS
EXCEPT AS SET FORTH BELOW.
BY ITS ACQUISITION HEREOF, THE HOLDER (1) REPRESENTS
THAT (A) IT IS A "QUALIFIED INSTITUTIONAL BUYER" (AS DEFINED IN RULE 144A UNDER
THE SECURITIES ACT) OR (B) IT IS NOT A U.S. PERSON AND IS ACQUIRING THIS
SECURITY IN AN OFFSHORE TRANSACTION IN COMPLIANCE WITH RULE 904 UNDER THE
SECURITIES ACT, (2) AGREES THAT IT WILL NOT WITHIN TWO YEARS AFTER THE ORIGINAL
ISSUANCE OF THIS SECURITY RESELL OR OTHERWISE TRANSFER THIS SECURITY EXCEPT
(A) TO YOUNG BROADCASTING INC. (THE "COMPANY") OR ANY SUBSIDIARY THEREOF,
(B) INSIDE THE UNITED STATES TO A QUALIFIED INSTITUTIONAL BUYER IN COMPLIANCE
WITH RULE 144A UNDER THE SECURITIES ACT, (C) INSIDE THE UNITED STATES TO AN
ACCREDITED INVESTOR (AS DEFINED IN RULE 501(a)(1), (2), (3) OR (7) UNDER THE
SECURITIES ACT) (AN "ACCREDITED INVESTOR") THAT, PRIOR TO SUCH TRANSFER,
FURNISHES (OR HAS FURNISHED ON ITS BEHALF BY A U.S. BROKER-DEALER) TO THE
TRUSTEE A SIGNED LETTER CONTAINING CERTAIN REPRESENTATIONS AND AGREEMENTS
RELATING TO THE RESTRICTIONS ON TRANSFER OF THIS SECURITY (THE FORM OF WHICH