technicolor - 2020 Universal Registration Document

6 FINANCIAL STATEMENTS

NOTES TO THE PARENT COMPANY FINANCIAL STATEMENTS Note 1 - General Information

Contribution of equivalent of €420 million 1. (net of fees and commissions) to support the continuation of the 2020-2022 Strategic Plan (updated with Covid-19 impacts), the financing of the Group’s current operations and for the full refinancing of the bridge loan due on July 31, 2020 (the “New Money”) A first part of this New Money was provided at the end of July during the observation period of the accelerated financial safeguard procedure, that is after the opening of the procedure but before the adoption of the accelerated Financial Safeguard Plan by the Paris Commercial Court (the “Intermediate Financing”), as follows: $110 million (net of fees and commissions (1) ) was provided • to Technicolor USA, Inc. for the purpose of refinancing the bridge loan due on July 31, 2020 by granted a term credit subjected to the law of the State of New York (USA): duration: in fine repayment in June 2024, • interests settled or capitalized (as applicable) semi-annually: • cash interests: LIBOR (with floor at 0%) + 6%/year, payable – semi-annually, plus PIK interests (capitalized): 6%/year capitalized semi-annually; – €140 million (net of fees and commissions (1) ) was provided to Tech 6 • (subsidiary held at 100% by the Company) for the purposes of financing the operations of the Group companies. This financing results from a bond issue by Tech 6 subject to the law of the State of New York (USA): duration: in fine repayment in June 2024, • interests: • cash interests: EURIBOR (with floor at 0%) + 6%/year, payable – semi-annually, plus PIK interests (capitalized): 6%/year capitalized annually; – the New Money has been guaranteed by Security-Management • Trusts (Fiducie Sûreté-Gestion) based on shares held by the Group’s sub-holdings which hold (after intra-group reorganizations) most of the Group’s subsidiaries (the “Trusts”); noting that the setting up of the Trust for the New Money balance was subject to an advisory vote of Extraordinary General Meeting, in accordance with AMF recommendation n° 2015-05 on assets transfers. The New Money has also been guaranteed by other securities. The remaining New Money (€181 million, net of fees and commissions) was made available at the beginning of September 2020 in the form of a second bond issue by Tech 6 subject to the law of the State of New York (USA) and with the same maturity and financial conditions than the first tranche. Additional guarantees has been provided to the lenders, including the Security-Management Trusts (Fiducie Sûreté-Gestion) in respect of the shares of Gallo 8 (a direct subsidiary of the Company) which was approved by the General Meeting held on July 20, 2020. In return for the contribution of the funds under the New Money, New Money lenders (including BPI) were granted free call options (each in

proportion to its shareholding in the New Money), exercisable for 3 months from September 22, 2020, at the nominal value of the stock, and representing approximately 7.5% of the capital after planned capital increases (but before dilution of the shareholders’ call options). In order to limit the dilution of shareholders as a result of these call options under the New Money, the draft safeguard plan provides for the issuance of free call options for the benefit of shareholders, exercisable for 4 years, at the same price as the capital increase reserved for creditors (€3.58 per share) and representing about 5% of the post-dilution capital of all planned issues. Pre-indebtedness restructuring operations 2. In order to facilitate the legal implementation of the debt restructuring, the Company and its subsidiaries have carried out prior asset consolidation transactions. These assets poolings were carried out in accordance with the Technicolor group’s accelerated Financial Safeguard Plan in order to secure the securities held in the companies that constitute the guarantees. Assets pooling within Tech 6 SAS for the purpose of establishing the “Tech 7 Trust” As of July 6, 2020, Technicolor SA sold to Tech 6 SAS all the shares it held in the capital of Tech 7 SAS (100% of the share capital corresponding to 1,500 shares with a nominal value of €10 each) for a price of €15,000. From this date, Tech 6 SAS becomes the sole shareholder of Tech 7 SAS. As of July 11, 2020, sole shareholder Technicolor SA has subscribed to the capital increase of its subsidiary Tech 6 SAS by issuing 51,787,998 common shares with a nominal value of €10 each per in-kind contribution of €517,879,980. The in-kind contribution corresponds to: 47,801 shares of Technicolor Canada Inc., equal to 87.74% • of the Company’s share capital; 200 shares of The Moving Picture Company Ltd., corresponding • to 100% of the Company’s share capital. As of July 15, 2020, sole shareholder Technicolor SA has subscribed to the capital increase of its subsidiary Tech 6 SAS by issuing 10,914,000 common shares with a nominal value of €10 each by offsetting debts of a nominal amount of €109,140,000. The debt, underlying the capital increase, was originally held by Technicolor SA, which sold it as of July 13, 2020 to TECH 6 SAS. As of July 15, 2020, Technicolor SA has sold the following shares to • its subsidiary Tech 7 SAS: 2,800,000 shares of Mikros Image SAS for a price of €15,800,000. Since this transaction, Tech 7 SAS owns 100% of the share capital of Mikros Image SAS. 17,020,409 shares of Technicolor Animation Productions SAS for • a price of €28,900,000. Since this transaction, Tech 7 SAS owns 100% of the share capital of Technicolor Animation Productions SAS.

5% initial commission; 3.5% subscription fee; 1.5% commitment fee per year of undrawn amount. (1)

TECHNICOLOR UNIVERSAL REGISTRATION DOCUMENT 2020 282