Date: 23 December 2019
On behalf of: Entertainment One Ltd.
For immediate release
Entertainment One Ltd.
Conditional Redemption of Senior Secured Notes
Entertainment One Ltd. ("eOne") today announced the conditional redemption of its £425,000,000 outstanding 4.625% Senior Secured Notes due 2026 (the "Notes"), which is subject to the closing of the transactions contemplated by its previously announced statutory plan of arrangement under section 192 of the Canada Business Corporations Act pursuant to an Arrangement Agreement dated August 22, 2019 (the "Arrangement Agreement, and such closing, the "Transaction Closing"). Following the Transaction Closing, the entire issued common share capital of eOne will be owned by Hasbro, Inc. ("Hasbro").
eOne has delivered (i) a notice for the conditional redemption (the "Equity Redemption") of £170,000,000 aggregate principal amount of the Notes at a redemption price of 104.625% of the principal amount thereof, plus accrued and unpaid interest to the applicable redemption date, (ii) a notice for the conditional redemption (the "Optional Annual Redemption") of £42,500,000 aggregate principal amount of the Notes at a redemption price of 103% of the principal amount thereof, plus accrued and unpaid interest to the applicable redemption date, and (iii) a notice for the conditional redemption (the "Make Whole Redemption" and, together with the Equity Redemption and Optional Annual Redemption, the "Redemptions") of £212,500,000 aggregate principal of the Notes at a redemption price of 100% of the principal amount thereof, plus a make-whole premium and accrued and unpaid interest to the applicable redemption date (collectively, the "Notices").
Under the Notices, the Redemptions are conditioned upon the Transaction Closing (the "Transaction Condition"). The redemption date for the Redemptions shall be, subject to the satisfaction of the Transaction Condition, 2 January 2020, provided that if the Transaction Condition shall not have been satisfied by 30 December 2019, the redemption date shall be the second business day immediately following the satisfaction of the Transaction Condition. The redemption date will not occur later than 17 February 2020 with respect to the Equity Redemption, and 21 February 2020 with respect to the Optional Annual Redemption and Make Whole Redemption.
There can be no assurance that the Transaction Condition will be satisfied by 30 December 2019 or at all. In particular, the completion of the acquisition of eOne by an affiliate of Hasbro remains subject to the satisfaction or waiver of the conditions thereto contained in the Arrangement Agreement.
Additional terms and conditions of the Redemptions are described in the Notices distributed to holders of the Notes.
+44(0)20 3405 0205
Entertainment One Ltd.
+44(0)20 3714 7931
Notes to Editors:
ABOUT ENTERTAINMENT ONE
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; digital content; and live entertainment. Through its global reach and expansive scale, powered by deep local market knowledge, the Company delivers the best content to the world.
The Company's robust network includes international feature film distribution company Sierra/Affinity; Amblin Partners with DreamWorks Studios, Participant Media, and Reliance Entertainment; Makeready with Brad Weston; unscripted television production companies Whizz Kid Entertainment, Renegade 83, Daisybeck and Blackfin; live entertainment leaders Round Room Live; world-class music labels Dualtone Music Group and Last Gang; innovative music platform Audio Network; and award-winning emerging content and technology studio Secret Location.
The Company's rights library, valued at US$2.1 billion (as at 31 March 2019), is exploited across all media formats and includes about 80,000 hours of film and television content and approximately 40,000 music tracks.