Merlin Entertainments plc gives notice to the holders (the "Holders") of its 2¾% Senior Notes due 2022 (the "Notes") of the redemption of the entire aggregate principal amount of outstanding Notes (the "Redeemed Notes") in accordance with paragraph 7 of the Notes and Article 3 of the indenture, dated as of March 19, 2015 (the "Indenture"), among, the Issuer, Deutsche Trustee Company Limited, as Trustee, Deutsche Bank AG, London Branch, as Principal Paying Agent and Deutsche Bank Luxembourg S.A., as Registrar and Transfer Agent. Motion Acquisition Limited ("Bidco") intends to pay the aggregate redemption price on behalf of the Issuer. Capitalized terms used herein and not defined have the meanings given to them in the Indenture. The terms and conditions of the redemption are as follows: The redemption date for the Redeemed Notes will be November 14, 2019 (the "Redemption Date") and the record date will be November 13, 2019. The aggregate redemption price for the Redeemed Notes will be (i) the redemption price of 100% of the principal amount of the Redeemed Notes on December 15, 2021 amounting to 700,000,000.00, plus (ii) all required interest payments due on the Redeemed Notes through December 15, 2021 (excluding accrued but unpaid interest to the Redemption Date), computed using a discount rate equal to the Bund Rate as of the Redemption Date plus 50 basis points calculated by the Issuer, plus (iii) accrued and unpaid interest and Additional Amounts, if any, to the Redemption Date, amounting to 3,154,861.11 (together, the "Redemption Price"). In accordance with the Indenture, the final Redemption Price will be calculated using the Bund Rate on the third Business Day in Frankfurt preceeding the Redemption Date, which will be November 11, 2019 (unless the Issuer elects to delay the Redemption Date in accordance with paragraph (4) below). The redemption of the Redeemed Notes is conditional upon (i) the closing of the acquisition by Bidco of the entire issued and to be issued share capital of the Issuer not already owned or controlled by Bidco or its subsidiary undertakings or KIRKBI Invest A/S or its subsidiary undertakings and (ii) the receipt by the Trustee or the Principal Paying Agent of an amount of cash in euros from Bidco, on the Issuer's behalf, sufficient to pay the Redemption Price payable to the Holders, prior to 10:00 a.m., London time, on the Business Day immediately preceding the Redemption Date (or pursuant to such other arrangements as may be agreed with the Trustee). Accordingly, none of the Redeemed Notes shall be deemed due and payable on the Redemption Date unless and until the conditions set forth herein are either satisfied or waived by the Issuer. In the event that the conditions described in paragraph (3) above are not satisfied or waived by the Issuer on or prior to the Redemption Date, the Issuer may, in its discretion, either delay the Redemption Date until such time as any or all such conditions shall be satisfied, or rescind this notice of redemption. The Issuer will notify the Holders, the Trustee and the Principal Paying Agent on or prior to the Redemption Date if the Issuer has elected to delay the Redemption Date.