technicolor - 2020 Universal Registration Document

FINANCIAL STATEMENTS NOTES TO THE PARENT COMPANY FINANCIAL STATEMENTS Note 9 - Borrowings & Financial instruments

Mandatory and voluntary prepayments In case of default or change of control of Technicolor, creditors will have the ability to immediately demand payment of all or a portion of the outstanding amounts. The events of defaults in the Debt Instruments include among other things and subject to certain exceptions, thresholds and grace periods: failure by borrowers to make required payments when due under • the Debt Instruments or of any other financial indebtedness or to comply with material obligations related to the Debt Instruments; a cross default under which there is a default if any member of • the Group defaults under any indebtedness involving an aggregate amount of more than $25,000,000 and such default occurs on the final maturity or results in the right by the creditor(s) to require immediate repayment of the debt. The Reinstated Term Loans can be voluntarily prepaid in whole or in part without penalty at any time following the full repayment or prepayment of the New Money debt. Financial Covenants The New Term Loan Agreement does not contain any financial covenants. Affirmative Covenants The Debt Instruments contain various standard and customary affirmative covenants and in addition contain requirements that the Group provide: quarterly financials: unaudited balance sheet, income statement • and cashflow statement (without notes);

full year guidance: including Revenue, EBITDA, FCF and Net • Leverage ratio. Furthermore, various confidential financial information and reports must be provided regularly to private side lenders. Negative Covenants The Debt Instruments contain various standard and customary negative covenants as well as other specific covenants which restrict the Group’s ability to undertake certain actions. These include restrictions on: indebtedness: generally new indebtedness is not permitted with • various exceptions and baskets notably for capital leases and unsecured debt; liens: new liens are generally not allowed except for some carve-outs • and a general lien basket; disposals: subject to certain carve-outs and baskets, the Group • is limited in its ability to make disposals; acquisitions: except for a lifetime basket amount the Group cannot • make acquisitions; distributions and junior payments: the Group is limited in its ability • to make distributions, in particular to shareholders and from companies within a fiducie to those outside a fiducie . With the exception of cash pooling arrangements, junior payments between entities within a fiducie to those outside the fiducie are generally not allowed subject to certain exceptions and baskets. At December 31, 2020 Technicolor fully respects all applicable covenants and no case of default happened between the incorporation of the fiducies-sûretés and the approval of the financial statements.

Summary of financial guarantees The following table presents synthetically the security package and whether it is submitted to financial covenants for each new or reinstated debt of the Group. Debt Borrower Security Financial Covenants U.S. New Money Technicolor USA Inc. 1 st or 2 nd ranking pledge on U.S. assets, Gallo 8 fiducie , pledge on certain Technicolor SA assets, Technicolor SA guarantee Yes French New Money Tech 6 Yes

Gallo 8 fiducie , Tech 7 fiducie , pledge on certain Technicolor SA assets, Technicolor SA guarantee 2 nd ranking position on (i) Gallo 8 fiducie and (ii) pledges on certain Technicolor SA assets

6

Reinstated Term Loans

Technicolor SA

No

TECHNICOLOR UNIVERSAL REGISTRATION DOCUMENT 2020 297