Entertainment One Regulatory News (ETO)

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND NOT FOR RELEASE, PUBLICATION, DISTRIBUTION OR FORWARDING, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, AUSTRALIA, NEW ZEALAND, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY PROVINCE OF CANADA OTHER THAN ONTARIO, QUEBEC, ALBERTA AND BRITISH COLUMBIA OR ANY JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION IS UNLAWFUL. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.

9 February 2018

Entertainment One Ltd. ("eOne" or the "Company")

Pricing of £70 million Senior Secured Notes

eOne today announces that it has priced its offering of £70 million in aggregate principal amount executed via a tap of its existing £285 million senior secured notes due December 2022. The issuance price of the additional notes was 105.75% with an implied yield to worst of 3.9%.

The net proceeds from the issuance of the additional notes will be used to part fund the cash consideration for the acquisition of the remaining 49% minority of Deluxe Pictures d/b/a The Mark Gordon Company announced on 29 January 2018, to pay fees and expenses relating to the acquisition, and for general corporate purposes, which may include financing targeted content acquisitions or paying down amounts drawn under its revolving credit facility.

The transaction is in line with the Company's strategy to maintain a strong balance sheet and a prudent capital structure to support future growth; with a disciplined approach to leverage and ample liquidity.

Contacts

About eOne

Entertainment One Ltd. (LSE:ETO) is a global independent studio that specialises in the development, acquisition, production, financing, distribution and sales of entertainment content. The Company's diversified expertise spans across film, television and music production and sales, family programming, merchandising and licensing, and digital content. Through its global reach and expansive scale, powered by deep local market knowledge, the Company delivers the best content to the world. eOne's shares are listed on the Official List and it is a constituent of the FTSE 250 index.

eOne's robust network includes film and television studio The Mark Gordon Company; newly-launched MAKEREADY with Brad Weston; content creation venture Amblin Partners with Steven Spielberg, DreamWorks Studios, Participant Media, and Reliance Entertainment; leading feature film production and global sales company Sierra Pictures; unscripted television production company Renegade 83; world-class music labels Dualtone Music Group and Last Gang; and award-winning digital agency Secret Location.

The Company's rights library, valued at US$1.7 billion (as at 31 March 2017), is exploited across all media formats and includes around 80,000 hours of film and television content and around 40,000 music tracks.

The offering is being made by means of an offering memorandum. This announcement does not constitute an offer to sell or the solicitation of an offer to buy the additional notes or any other security and shall not constitute an offer, solicitation or sale in the United States or in any jurisdiction in which, or to any persons to whom, such offering, solicitation or sale would be unlawful.

The additional notes and the related guarantees have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. Accordingly, the additional notes and the related guarantees are being offered and sold in the United States only to qualified institutional buyers in accordance with Rule 144A under the Securities Act and outside the United States in accordance with Regulation S under the Securities Act. There is no assurance that the offering will be completed.

Promotion of the additional notes in the United Kingdom is restricted by the Financial Services and Markets Act 2000 (the "FSMA"), and accordingly, the additional notes are not being promoted to the general public in the United Kingdom. This announcement is only addressed to and directed at persons who (i) have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"), (ii) are persons falling within Article 49(2)(a) to (d) (high net worth companies, unincorporated associations, etc.) of the Order, (iii) are outside the United Kingdom or (iv) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the FSMA) in connection with the issue or sale of any securities may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as "relevant persons"). The additional notes will only be available to relevant persons and this announcement must not be acted on or relied on by anyone who is not a relevant person.

In addition, if and to the extent that this announcement is communicated in, or the offer of securities to which it relates is made in, any EEA member state that has implemented Directive 2003/71/EC (together with any applicable implementing measures, including Directive 2010/73/EC, in any member state, the "Prospectus Directive"), this announcement and the offering of any securities described herein are only addressed to and directed at persons in that member state who are "qualified investors" within the meaning of Article 2(1)(e) of the Prospectus Directive and must not be acted on or relied on by other persons in that member state. This announcement does not constitute a prospectus within the meaning of the Prospectus Directive or an offer to the public and, in particular, this press release shall not be considered an "offer of securities to the public" for purposes of the Luxembourg law on prospectus for public offering dated 10 July 2005.

Neither the content of Entertainment One Ltd.'s website nor any website accessible by hyperlinks on Entertainment One Ltd.'s website is incorporated in, or forms part of, this announcement.