Ms. Mahsa Rejali reports

CINEPLEX ANNOUNCES PRICING OF PRIVATE PLACEMENT NOTES OFFERING

Cineplex Inc. has priced a private placement offering of $575-million aggregate principal amount of 7.625 per cent senior secured notes due March 31, 2029.

The notes will be senior secured obligations of the company and its material subsidiaries, which will rank equal in right of payment with all other senior indebtedness of the company and such subsidiaries; however, the notes will rank effectively junior to the company's and such subsidiaries' obligations under the company's senior secured revolving credit facility and all other priority lien obligations from time to time, to the extent of the value of the collateral granted by the company and such subsidiaries. The notes will rank ahead of any subordinated obligations of the company and its subsidiaries and, by virtue of being secured, rank ahead of any unsecured obligations of the company and its subsidiaries.

Completion of the notes offering is conditional upon customary closing conditions and the prior or contemporaneous completion of: (a) a new senior secured credit facility with a term of at least three years; (b) an amendment to effectuate the extension and partial redemption of Cineplex's $316.3-million of aggregate principal amount of 5.75 per cent convertible unsecured subordinated debentures due Sept. 30, 2025; (c) the redemption in full of its existing 7.5 per cent senior secured second-lien notes due Feb. 26, 2026; and (d) the repayment in full of its existing senior revolving credit facility, all as further described in Cineplex's news release dated Feb. 8, 2024.

The company will use the net proceeds of the notes offering, along with proceeds from the previously announced sale of Player One Amusement Group Inc. and the new credit facility, to: (i) pay down the entirety of the existing senior revolving credit facility; (ii) repay the entirety of the existing the second-lien notes; and (iii) redeem $100-million of its convertible debentures.

The notes are being offered for sale in each of the provinces of Canada to accredited investors on a private placement basis in accordance with Canadian securities laws. The notes have not been and will not be qualified for distribution in Canada by a prospectus and are being offered and sold in Canada only pursuant to exemptions from the prospectus requirements of Canadian securities laws.

The note offering is being underwritten by BMO Capital Markets and Scotiabank as joint active bookrunning managers in a syndicate that also includes RBC Capital Markets and TD Securities as joint bookrunning managers and CIBC Capital Markets and Canaccord Genuity Corp. as co-managers.

The company has delivered a notice of conditional redemption to holders of the second-lien notes and to TSX Trust Company, as trustee, in connection with its proposed redemption of the second-lien notes, as further described in Cineplex's news release dated Feb. 8, 2024.

Cineplex is a top-tier Canadian brand that operates in the film entertainment and content, amusement and leisure, and media sectors. Cineplex offers a unique escape from the everyday to millions of guests through its circuit of over 170 movie theatres and location-based entertainment venues. In addition to being Canada's largest and most innovative film exhibitor, the company operates Canada's favourite destination for eats and entertainment (The Rec Room), complexes specially designed for teens and families (Playdium), and a newly launched entertainment concept that brings movies, amusement gaming, dining and live performances together under one roof (Cineplex Junxion). It also operates successful businesses in digital commerce (CineplexStore.com), alternative programming (Cineplex Events), motion picture distribution (Cineplex Pictures), cinema media (Cineplex Media) and digital place-based media (Cineplex Digital Media), and amusement solutions. Providing even more value for its guests, Cineplex is a partner in Scene+, Canada's largest entertainment and lifestyle loyalty program.

Proudly recognized as having one of the country's Most Admired Corporate Cultures, Cineplex employs over 10,000 people in its offices and venues across Canada and the United States.

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