PROVIDED PURSUANT TO SECTION 4.03(a)(iii) OF THE
INDENTURE DATED AS OF FEBRUARY 19, 2015 AMONG UNIVI
SION
COMMUNICATIONS INC., THE GUARANTORS PARTY THERETO A
ND
WILMINGTON TRUST, NATIONAL ASSOCIATION
PROVIDED PURSUANT TO SECTION 4.03(a)(iii) OF THE
INDENTURE DATED AS OF MAY 21, 2013 AMONG UNIVISION
COMMUNICATIONS
INC., THE GUARANTORS PARTY THERETO AND WILMINGTON T
RUST,
NATIONAL ASSOCIATION
PROVIDED PURSUANT TO SECTION 4.03(a)(iii) OF THE
INDENTURE DATED AS OF AUGUST 29, 2012 AMONG UNIVISI
ON
COMMUNICATIONS INC., THE GUARANTORS PARTY THERETO A
ND
WILMINGTON TRUST, NATIONAL ASSOCIATION
PROVIDED PURSUANT TO SECTION 4.03(a)(iii) OF THE
INDENTURE DATED AS OF NOVEMBER 23, 2010 AMONG UNIVI
SION
COMMUNICATIONS INC., THE GUARANTORS PARTY THERETO A
ND
WILMINGTON TRUST, NATIONAL ASSOCIATION, AS SUCCESSO
R BY MERGER
TO WILMINGTON TRUST FSB
PROVIDED PURSUANT TO SECTION 4.03(a)(iii) OF THE
INDENTURE DATED AS OF OCTOBER 26, 2010 AMONG UNIVIS
ION
COMMUNICATIONS INC., THE GUARANTORS PARTY THERETO A
ND
WILMINGTON TRUST, NATIONAL ASSOCIATION, AS SUCCESSO
R BY MERGER
TO WILMINGTON TRUST FSB
Date of Event: May 5, 2015
UNIVISION COMMUNICATIONS INC.(Exact name of Company as specified in its charter)
Delaware(State or other jurisdiction of incorporation or organization)
95-4398884(IRS Employer Identification No.)
605 Third Avenue,New York,New York(Address of principal executive offices)
10158(Zip Code)
(212)455-5200(Company's telephone number,including area code)
Appointment of Chief Financial Officer
On May 7, 2015, Francisco J. Lopez-Balboa was named
Chief Financial Officer of Univision Communication
s
Inc. (the “Company”), effective immediately. Mr. Lo
pez-Balboa will be based in New York and report to
Randel
A. Falco, President and Chief Executive Officer of
the Company (the “CEO”). Peter H. Lori, who has ser
ved as
Interim Chief Financial Officer since February, wil
l continue as Executive Vice President Finance and
Chief
Accounting Officer, and has also been named Deputy
Chief Financial Officer, reporting to Mr. Lopez-Bal
boa.
Mr. Lopez-Balboa has broad experience as a global f
inancial executive with specific strengths in the m
edia
industry. Most recently, Mr. Lopez-Balboa served as
a Managing Director and Head of Telecom, Media and
Technology Investment Grade Financing at Goldman, S
achs & Co. (“Goldman Sachs”). While at Goldman
Sachs, in addition to leading his group, Mr. Lopez-
Balboa served on the Investment Banking Division’s
Credit
Markets Capital Committee. From 1991 until 1997, he
ran Goldman Sachs’ debt capital markets efforts ac
ross
multiple industries in the Midwest and West Coast r
egions including Industrial, Retail, Automotive and
Telecom companies. Prior to joining Goldman Sachs i
n 1991, he was a Director in the Capital Markets Gr
oup
at Merrill, Lynch & Co.
Mr. Lopez-Balboa graduated from Columbia University
with a BA in Economics in 1982, received his MBA
from Harvard Business School in 1986, and is fluent
in Spanish. Additionally, he has served on various
not-for-
profit boards and currently is a member of the Boar
d of Visitors at Columbia College in New York and i
s also a
trustee of St. Mark’s School in Southborough, Massa
chusetts.
Mr. Lopez-Balboa entered into an employment agreeme
nt with the Company, effective May 7, 2015 (the
“Employment Agreement”), which provides for an init
ial term until May 31, 2018, unless terminated earl
ier in
accordance with its terms, with automatic one-year
extensions until May 31, 2020, unless either party
provides
six months’ notice that the term will not be extend
ed. Pursuant to the Employment Agreement, Mr. Lope
z-
Balboa will receive an annual base salary, which is
subject to annual review and may be increased but
not
decreased, except in the event of an across-the-boa
rd proportionate reduction applicable to substantia
lly all
senior executives of the Company. Mr. Lopez-Balboa
is also eligible for an annual bonus based on a per
centage
of his annual base salary. Mr. Lopez-Balboa’s annua
l bonus will be subject to the satisfaction of indi
vidual and
Company performance goals as established by the CEO
and the compensation committee of the Board.
Pursuant to the Employment Agreement, Mr. Lopez-Bal
boa is also eligible for consideration for equity g
rants,
including an initial grant of nonqualified stock op
tions and restricted stock units, and to participat
e in the
Company’s benefit programs for senior executives