FairPoint Communications 2010 Annual Report Download - page 8

Table of Contents
Communications, Inc. 2010 Success Bonus Plan (the “Success Bonus Plan”) and/or (b) New Common Stock awards, consisting of restricted
shares of New Common Stock and/or options to purchase shares of New Common Stock, pursuant to the terms of the FairPoint Communications,
Inc. 2010 Long Term Incentive Plan (the “Long Term Incentive Plan”); and
 Members of our board to be appointed on the Effective Date (the “New Board”) to receive options to purchase New Common Stock pursuant to the
terms of the Long Term Incentive Plan.
Finally, the Plan included certain discharges, releases, exculpations and injunctions that became effective on the Effective Date, including the following:
 Except as otherwise provided in the Plan, all existing claims against, and equity interests in, us that arose prior to the Effective Date were released,
terminated, extinguished and discharged;
 In consideration of the services of the Released Parties (as defined in the Plan), we and all persons who held, or may have held, claims against, or
equity interests in, us prior to the Effective Date released the Released Parties (as defined in the Plan) from claims, causes of action and liabilities
related to us;
 None of the Company, the Released Parties (as defined in the Plan) or the Litigation Trustee (as defined below) shall have or incur any liability
relating to or arising out of the Chapter 11 Cases; and
 Except as otherwise provided in the Plan, all persons are permanently enjoined from asserting claims, liabilities, causes of action, interest or remedies
that are released or discharged pursuant to the Plan.
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On the Effective Date, in accordance with the Plan, we terminated, among others, the following material agreements:
 The Pre-Petition Credit Facility (except that the Pre-Petition Credit Facility continues in effect solely for the purposes of allowing creditors under the
Pre-Petition Credit Facility to receive distributions under the Plan and to preserve certain rights of the administrative agent), and all notes, security
agreements, swap agreements and other agreements associated therewith;
 Each of the respective indentures governing (i) the 13-1/8% Senior Notes due April 1, 2018 (the “Old Notes”), which were issued pursuant to the
Indenture, dated as of March 31, 2008, by and between Spinco and U.S. Bank National Association, as amended (the “Old Indenture”), and (ii) the
13-1/8% Senior Notes due April 2, 2018 (the “New Notes” and, together with the Old Notes, the “Pre-Petition Notes”), which were issued pursuant to
the Indenture, dated as of July 29, 2009, by and between FairPoint Communications, Inc. and U.S. Bank National Association (the “New
Indenture”) (except to the extent to allow us or the relevant Pre-Petition Notes indenture trustee, as applicable, to make distributions pursuant to the
Plan on account of claims related to such Pre-Petition Notes); and
 Our Debtor-in-Possession Credit Agreement, dated as of October 27, 2009 (as amended, the “DIP Credit Agreement”), by and among FairPoint
Communications and FairPoint Logistics, Inc. (“FairPoint Logistics,” and together with FairPoint Communications, the “DIP Borrowers”), certain
financial institutions (the “DIP Lenders”) and Bank of America, N.A., as the administrative agent for the DIP Lenders, which was terminated by its
conversion into the new $75.0 million Exit Revolving Facility, and all notes, security agreements and other agreements related to the DIP Credit
Agreement.
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On the Effective Date, FairPoint Communications and FairPoint Logistics entered into a $1,075.0 million senior secured credit facility with a syndicate of
lenders and Bank of America, N.A., as the administrative agent for the lenders, arranged by Banc of America Securities LLC (the “Exit Credit Agreement”).
The Exit Credit Agreement is comprised of a $75.0 million revolving loan facility (the “Exit Revolving Facility”), which has a sub-facility providing for the
issuance of up to $30.0 million of letters of credit,
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