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($ Millions)
Company Sold Entity Receiving Funds Amount (Gross)
Shepards Corporate $275
Bender Liberty Bell I L.L.C. 1,375
Mosby Liberty Bell II L.L.C. 415
Total: $2,065
Immediately we will utilize the funds to pay necessary
transaction expenses, pay down short-term corporate
debt, and then invest the remaining funds under our
short-term investment policy * * *. This policy
ensures preservation of capital and maintenance of
liquidity through prudent standards for credit quality,
instrument type and overall portfolio limitations. At
the same time, it provides for sufficient flexibility
to allow us to search for yield advantages where
possible. The following table shows the net investible
[sic] funds that should be available to deploy in
short-term instruments:
($ Millions)
Estimated Cash
Transaction Short-Term
Fees and Debt
Funds Location Gross FundsExpenses Reduction Net Funds
Corporate $275 -- ($275) $0
Liberty Bell I 1,375 (64) -- 1,311
Liberty Bell II 415 (22) -- 393
Total: $1,704
W. Execution of the LBI Limited Liability Company Agreement
(the management authority)
On July 28, 1998, representatives of Times Mirror, Lexis,
and MB Parent executed an agreement entitled “Limited Liability
Company Agreement of Liberty Bell I, LLC” (LBI LLC agreement).
The terms of the LBI LLC agreement included the following:
This Limited Liability Company Agreement
(together with the schedules attached hereto, this
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