LIONS GATE ENTERTAINMENT INC. LIONS GATE ENTERTAINMENT CORP. PURCHASE AGREEMENT January 11, 2012Purchase Agreement • January 17th, 2012 • Lions Gate Entertainment Corp /Cn/ • Services-motion picture & video tape production • New York
Lions Gate Entertainment Inc., a Delaware corporation (the “Issuer”) and wholly owned subsidiary of Lions Gate Entertainment Corp., a British Columbia corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Kornitzer Capital Management, Inc. or an affiliate thereof (the “Purchaser”) U.S. $45,000,000 aggregate principle amount of the Issuer’s 4.00% Convertible Senior Subordinated Notes due 2017 (the “Notes”). The Notes will be issued pursuant to an Indenture (the “Indenture”) among the Issuer, the Company, as guarantor (the “Guarantor”), and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”). The Guarantor will fully and unconditionally guarantee, as primary obligor and not only as a surety, on an unsecured senior subordinated basis, the payment of principal of, premium, if any, and interest on the Notes, and the Repurchase Price (as defined in the Indenture) if applicable, with respect to the Notes (the “No
