Group’s India Business, EIML, commences Issuance of Convertible Warrants

Eros Media World PLC (“ErosMedia”, “Eros" or the “Company”) (NYSE: ESGC), a global Indian media and entertainment company, announced today that the Board of Directors of Eros International Media Limited (“EIML”), its majority-owned subsidiary, recently approved EIML’s plans to raise up to an amount in Indian Rupees (INR) equal to approximately $54 million (equivalent of 4,050m INR), of equity capital via a public issuance of Convertible Warrants (the “Warrants”) in India, subject to EIML shareholder approval and other customary and regulatory approvals. The existing Ordinary shares of EIML are listed on the Bombay Stock Exchange (the “BSE”) and the National Stock Exchange of India Limited (the “NSE”). The Warrants do not represent any immediate beneficial ownership of EIML shares, but rather the right to purchase EIML shares at a particular price in the future.

On May 19, 2022, the Board of Directors of EIML unanimously approved an increase in the authorised share capital of EIML as well as the issuance of up to 135 million Warrants at a strike price of approximately $0.40 per share (equivalent of 30 INR), which would entitle a Warrant holder to one share of EIML per Warrant at a premium of approximately $0.27 per share (equivalent of 20 INR). The Warrant holders will be entitled to exercise the Warrants at any time, partially or in full, within a period of eighteen (18) months from the date of allotment by delivering to EIML a written notice of exercise. An amount equivalent to 25% of the Warrant Issue Price shall be payable at the time of subscription and the balance 75% shall be payable by the Warrant holders upon the exercise of the Warrant. In the event that a Warrant holder does not exercise the Warrants within a period of eighteen (18) months from the date of allotment of such Warrants, the unexercised Warrants will lapse and the amount paid by the Warrant holders on such Warrants would be retained by EIML.

EIML has already received nonbinding indications of interest which collectively represent approximately $54 million of Warrant Issue Price from investors. Apart from the holding company Eros WorldWide FZ LLC, the issue is subscribed by marquee investor funds such Aegis Investment Fund, Aidos India Fund Ltd, Forbes EMF, NAV Capital Emerging Star Fund, Nexpact Limited, Vespera Fund Limited and India Opportunities Growth Fund - Pinewood Strategy. The Warrants issuance will provide incremental liquidity to invest in EIML’s operations, help fund future growth initiatives and improve balance sheet strength for EIML.

Mr. Pradeep Dwivedi, CEO and Executive Director of EIML, commented on the fund raising announcement: “We are pleased to note the significant investor interest in our Warrant issue. It is a recognition of our large and valuable curated content library, and testimony to our growth prospects in tandem with the Indian media and entertainment industry in the web 3.0 era. We look forward to working with our new investors in exploring strategic moves with value creation for all stakeholders and sustainability for the company.”

This press release is for informational purposes only and does not constitute a prospectus or any offer to sell or the solicitation of an offer to buy any security in the United States or in any other jurisdiction. The Warrants have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold within the United States or to U.S. persons absent registration or an exemption from registration under the Securities Act.

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