Mr. Max Rangel reports

SPIN MASTER COMPLETES ACQUISITION OF MELISSA & DOUG, A TRUSTED BRAND IN EARLY CHILDHOOD PLAY

Spin Master Corp. has completed its previously announced acquisition of United States-based Melissa & Doug, a well-recognized and trusted brand in early childhood play, for $950-million. All references are in U.S. dollars, unless otherwise noted.

With a mission to ignite imagination and a sense of wonder in children, Melissa & Doug is a beloved brand that is sought after and trusted by parents and children alike and highly relevant for families seeking sustainable wooden toys and screen-free play.

"This acquisition brings together two formidable leaders in the toy industry, both driven by a passion to create magical play experiences for children and inspire imaginations on a global scale," said Max Rangel, Spin Master's global president and chief executive officer. "By adding Melissa & Doug's complementary product line to our existing toy portfolio we expand our capabilities in early childhood play and further bolster Spin Master's leadership in the children's entertainment industry. Our combined expertise, and the addition of Melissa & Doug's high-quality, open-ended, creative and developmental toys, positions both Spin Master and Melissa & Doug to unlock further growth across new and existing channels and in markets globally."

The transaction expands Spin Master's reach in specialty retail and e-commerce channels, and provides a recurring, evergreen product portfolio with a diverse revenue base and significant long-term growth opportunities. As part of the closing of the transaction, the parties have agreed to eliminate the additional contingent earnout consideration of up to $150-million, previously announced on Oct. 11.

Advisers

Evercore, TD Securities and RBC Capital Markets served as financial advisers to Spin Master. HSBC Bank, TD Bank and Royal Bank of Canada as joint lead arrangers provided debt financing specific to financing the acquisition, supplemental to the company's credit facility. Torkin Manes LLP and Pillsbury Winthrop Shaw Pittman LLP served as legal counsel. Harris Williams & Co. acted as financial adviser and Fried, Frank, Harris, Shriver & Jacobson LLP served as legal counsel to Melissa & Doug.

About Spin Master Corp.

Spin Master is a leading global children's entertainment company, creating exceptional play experiences through its three creative centres: toys, entertainment and digital games. With distribution in over 100 countries, Spin Master is best known for award-winning brands PAW Patrol, Bakugan Kinetic Sand, Air Hogs, Hatchimals, Rubik's Cube and GUND, and is the global toy licensee for other popular properties. Spin Master Entertainment creates and produces compelling multiplatform content, through its in-house studio and partnerships with outside creators, including the preschool franchise PAW Patrol and numerous other original shows, short-form series and feature films. The company has an established presence in digital games, anchored by the Toca Boca and Sago Mini brands, offering open-ended and creative game and educational play in digital environments. Through Spin Master Ventures, the company makes minority investments globally in emerging companies and start-ups. With over 30 offices in close to 20 countries, Spin Master employs more than 2,000 team members globally.