Proposed offering: EUR480m senior notes 2022

THIS ANNOUNCEMENT IS FOR INFORMATIONAL PURPOSES ONLY, AND DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER OR INVITATION TO SELL OR ISSUE, OR ANY SOLICITATION OF AN OFFER TO PURCHASE OR SUBSCRIBE FOR, ANY SECURITIES OF Merlin Entertainments plc. NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA, THE UNITED STATES OF AMERICA OR ANY OTHER JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT. 

FOR IMMEDIATE RELEASE

6 March 2015

Merlin Entertainments plc

Proposed offering of €480 million senior notes due 2022

Merlin Entertainments plc ("Merlin" or the "Company"), today announces an offering (the "Offering") of €480 million senior notes due 2022 (the "Notes").

The proceeds of the Offering, together with borrowings under the Company's new senior facilities agreement signed on 25 February 2015 (the "New Senior Facilities Agreement") and cash in hand, will be used (a) to repay and/or refinance borrowings under the Company's existing facilities, (b) to pay termination fees and close certain hedging agreements and (c) to pay costs, fees and expenses incurred in connection with the Offering and putting in place the New Senior Facilities Agreement, including underwriting and/or arranging commissions and fees for legal, accounting, ratings advisory and other professional services. In conjunction with the Offering, a proportion of the new term facilities committed under the New Senior Facilities Agreement will be cancelled in an amount equal to the aggregate principal amount of the Notes.

There will be no public offering of the Notes. The Notes will be offered and sold only to qualified institutional buyers in accordance with Rule 144A under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act") and to non-U.S. persons outside the United States in accordance with Regulation S under the U.S. Securities Act.

Important notice

This press release shall not constitute an offer of securities for sale in the United States or any other jurisdiction. The securities have not been, and will not be, registered under the U.S. Securities Act or the securities laws of any state of the United States or any other jurisdiction and the securities may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and applicable state or local securities laws.

This announcement is for information purposes only and is directed only at persons who are: (1) located outside the United States and are (a) persons in member states of the European Economic Area (the "EEA") who are qualified investors (as defined in EU Prospectus Directive 2003/71/EC (as amended, including by EU Directive 2010/73/EU to the extent implemented in the relevant member state)); (b) persons in the United Kingdom who are qualified investors and who are (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); or (ii) persons falling within Article 49(2) (a) to (d) of the Order ("high net worth companies, unincorporated associations, etc.") ; or (iii) persons to whom it may otherwise be lawfully communicated or (2) reasonably believed to be "qualified institutional buyers" (as defined in Rule 144A under the U.S. Securities Act) (all such persons in (1) and (2) together being referred to as "relevant persons"). This announcement must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this announcement relates is available only to relevant persons and will be engaged in only with relevant persons.

For further information please contact:

Merlin Entertainments plc

+44 (0)1202 440 082

Alistair Windybank, Investor Relations

Simon Whittington, Investor Relations

Tulchan Communications

+44(0)207 353 4200

Susanna Voyle

Victoria Huxster

About Merlin Entertainments plc

MERLIN ENTERTAINMENTS plc is the leading name in location based, family entertainment. Europe's Number 1 and the world's second-largest visitor attraction operator, Merlin now operates over 100 attractions, 11 hotels and 3 holiday villages in 23 countries and across 4 continents. The company aims to deliver memorable and rewarding experiences to its more than 60 million visitors worldwide, through its iconic global and local brands, and the commitment and passion of its circa 26,000 employees.