On January 31, 2018, Meredith Corporation completed its previously-announced private placement of $1.4 billion aggregate principal amount of 6.875% Senior Notes due 2026 (the Notes) to several investment banks acting as initial purchasers (collectively, the Initial Purchasers) who subsequently resold the Notes to qualified institutional buyers as defined in Rule 144A (Rule 144A) under the Securities Act of 1933, as amended (the Securities Act) and outside the United States to non-U.S. persons pursuant to Regulation S under the Securities Act. On January 31, 2018, the company borrowed $1.8 billion aggregate principal amount of loans (the Term Loans) pursuant to a credit agreement, dated as of January 31, 2018, by and among Meredith, the Guarantors, the lenders party thereto from time to time and Royal Bank of Canada, as administrative agent and collateral agent (the Credit Agreement). The Credit Agreement provides for (i) the Term Loans, (ii) a $350 million revolving credit facility with a five-year maturity, of which $175 million is available for the issuance of letters of credit from time to time and $35 million of swingline loans (the Revolving Credit Facility and, together with the Term Loans, the Senior Credit Facilities), which Revolving Credit Facility is undrawn as of closing with full availability other than for certain letters of credit, the aggregate amount of which are not material, (iii) one or more uncommitted incremental senior secured term loan facilities, and incremental senior secured revolving credit facilities, subject to the satisfaction of certain conditions, in an aggregate principal amount not to exceed the sum of (x) $700 million plus (y) additional amounts so long as, on a pro forma basis at the time of incurrence, Meredith's consolidated secured net leverage ratio does not exceed 2.00 to 1.00 and (iv) one or more uncommitted refinancing loan facilities with respect to loans thereunder. The Term Loans will amortize at 1% per annum in equal quarterly installments until the final maturity date. All then outstanding principal and interest under the Term Loans will be due and payable seven years from the closing date of the Senior Credit Facilities. All then outstanding principal and interest under the Revolving Credit Facility are due and payable, and all commitments under the Revolving Credit Facility will terminate five years from the closing date of the Senior Credit Facilities. Term Loans that are repaid or prepaid may not be re-borrowed, and amounts prepaid under the Revolving Credit Facility may be re-borrowed.