Eros Media 26 Regulatory News (ERO1)

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014 AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED (THE "UK MARKET ABUSE REGULATION").

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT.

EROS STX GLOBAL CORPORATION(formerly, EROS INTERNATIONAL PLC)

ANNOUNCES AN ADJOURNED MEETING IN CONNECTION WITH THE CONSENT SOLICITATION IN RESPECT OF ITS£50,000,000 6.50 PER CENT. BONDS DUE 2021 (the "Bonds")(ISIN: XS1112834608)

3 September 2021

On 10 August 2021, Eros STX Global Corporation (formerly, Eros International Plc) (incorporated as a limited company and registered in the Isle of Man under the Companies Act 2006 (Isle of Man) with company number 007466V) (the "Company") invited holders of the Bonds to approve by Extraordinary Resolution at a meeting held via teleconference today, 3 September 2021 (the "Meeting"), certain modifications (as further described in the consent solicitation memorandum dated 10 August 2021 (the "Consent Solicitation Memorandum")) to (i) the terms and conditions of the Bonds (the "Conditions"), (ii) the Trust Deed and (iii) the Agency Agreement, as well as the waiver of a breach of certain provisions of the Conditions and of the Trust Deed and any related Event of Default or Potential Event of Default (as defined in the Conditions) (such invitation being the "Consent Solicitation").

The Company hereby announces that the Meeting was adjourned for lack of quorum until 10:00 a.m. (London time) on 20 September 2021 (the meeting of Bondholders at such time, the "Adjourned Meeting"). Interested parties should review this announcement for information in respect of the Adjourned Meeting and details of how to continue to participate in the Consent Solicitation. Based on the number of Voting Instructions validly submitted prior to the Final Deadline in favour of the Extraordinary Resolution, the Company expects to satisfy the quorum requirements and pass the Extraordinary Resolution at the Adjourned Meeting. The Issuer will announce the results of the Adjourned Meeting on 20 September 2021.

The Adjourned Meeting

The Adjourned Meeting will be held via teleconference using a platform hosted by the chairman of the Adjourned Meeting to allow attendees to participate electronically. Details for accessing the Adjourned Meeting will be made available to proxies who have been duly appointed under a block voting instruction, or to holders of voting certificates issued, in accordance with the procedures set out in the Bondholder notice dated 3 September 2021 (the "Adjourned Meeting Notice"). Such proxies and holders of voting certificates will be contacted by the Tabulation Agent (whose contact details are set out at the end of this announcement) at least 24 hours before the Adjourned Meeting in order to ensure that they are provided with the necessary information for attending and communicating their votes during the Adjourned Meeting teleconference.

A Bondholder that has not submitted a valid Voting Instruction in respect of the Meeting should submit a valid Voting Instruction on or before 10:00 a.m. (London time) on 17 September 2021 (the "Adjourned Solicitation Deadline"). Bondholders who validly submitted Voting Instructions prior to the Meeting and who do not wish to amend or revoke their Voting Instructions do not need to take any further action in order to participate in the Adjourned Meeting.

The attention of Bondholders is particularly drawn to the procedures for voting, quorum and other requirements for the passing of the Extraordinary Resolution at the Adjourned Meeting which are set out in paragraph 2 of "Voting and Quorum" in the Adjourned Meeting Notice. Having regard to such requirements, Bondholders who have not yet done so are strongly urged either to take steps to be represented at the Adjourned Meeting (including by way of submitting Voting Instructions) as soon as possible or to attend the Adjourned Meeting.

The implementation of the Extraordinary Resolution, if passed, is conditional on the Company not having previously terminated the Consent Solicitation in accordance with the provisions for such termination set out in the Consent Solicitation Memorandum under the heading "Amendment and Termination".

Terms used but not defined in this announcement shall have the same meanings given to them in the Consent Solicitation Memorandum.

This announcement does not contain details of the full terms and conditions of the Consent Solicitation, which are contained in the Consent Solicitation Memorandum.

Disclaimer

The Consent Solicitation Memorandum contains important information which should be read carefully before any decision is made in respect of the Proposal.

If you are in any doubt as to the action you should take, you are recommended to seek your own financial advice, including in respect of tax consequences, immediately from your stockbroker, bank manager, solicitor, accountant or other independent financial adviser authorised under the Financial Services and Markets Act 2000 as amended (if you are in the United Kingdom) or from another appropriately authorised independent adviser (if you are not).

Before making a decision with respect to the Consent Solicitation, Bondholders should carefully consider all of the information in the Consent Solicitation Memorandum and, in particular, the risk factors described therein.

No person is authorised in connection with the Consent Solicitation to give any information or to make any representation not contained in the Consent Solicitation Memorandum, and any such information or representation must not be relied on as having been authorised by or on behalf of the Issuer, the Solicitation Agent, the Trustee, the Tabulation Agent or the Principal Paying Agent or any of their respective affiliates. None of the Solicitation Agent, the Tabulation Agent, the Trustee or the Principal Paying Agent or their respective affiliates has separately verified the information contained herein. Accordingly, no representation, warranty or undertaking, express or implied, is made and no responsibility nor liability is accepted by the Solicitation Agent, the Trustee, the Tabulation Agent or the Principal Paying Agent or any of their respective affiliates as to the accuracy or completeness of the information contained in the Consent Solicitation Memorandum or any other information provided by it in connection with the Consent Solicitation.

The Company has retained Peel Hunt LLP to serve as Solicitation Agent and Lucid Issuer Services Limited to serve as Tabulation Agent with respect to the Consent Solicitation. At any time, the Solicitation Agent and the Tabulation Agent may trade Bonds for their own accounts or for the accounts of customers and, accordingly, may have a long or short position in the Bonds.

None of the Solicitation Agent, the Tabulation Agent, the Trustee, the Principal Paying Agent or any of their respective directors, employees and affiliates assume any responsibility for the accuracy or completeness of the information concerning the Consent Solicitation, the Extraordinary Resolution, the Company or any of its affiliates or the Bonds in the Consent Solicitation Memorandum or for any failure by any of them to disclose events that may have occurred and may affect the significance or accuracy of such information and the terms of any amendment to the Consent Solicitation.

None of the Company, the Solicitation Agent, the Tabulation Agent, the Trustee, the Principal Paying Agent or any director, officer, employee, agent or affiliate of any such persons are acting for any Bondholder, or will be responsible to any Bondholder for providing any protections which would be afforded to its clients or for providing advice in relation to the Consent Solicitation or the Extraordinary Resolution, and accordingly none of the Company, the Solicitation Agent, the Tabulation Agent, the Trustee, the Principal Paying Agent or any director, officer, employee, agent or affiliate of any such persons, make any recommendation whether Bondholders should participate in the Consent Solicitation or otherwise participate at any Meeting and none of the Solicitation Agent, the Tabulation Agent, the Principal Paying Agent or any director, officer, employee, agent or affiliate of any such persons, make any representation whatsoever regarding the Consent Solicitation.

The distribution of the Consent Solicitation Memorandum and this announcement in certain jurisdictions may be restricted by law. Persons into whose possession the Consent Solicitation Memorandum or this announcement comes must inform themselves about and observe any such restrictions.

Questions and requests for assistance in connection with the Consent Solicitation may be directed to Peel Hunt LLP

Questions and requests for assistance in connection with the delivery of Voting Instructions may be directed to the Tabulation Agent

This announcement is released by Eros STX Global Corporation and contains inside information for the purposes of Article 7 of the UK Market Abuse Regulation, encompassing information relating to the Consent Solicitation described above. For the purposes of the UK Market Abuse Regulation, this announcement is made by Andy Warren (Chief Financial Officer) at Eros STX Global Corporation.