Thunderbird Entertainment Group (TBRD) M&A Announcement summary

Deal rationale and strategic fit

• Acquisition creates a larger, more diversified media company with enhanced global reach, scale, and complementary capabilities in premium content, animation, and IP.

• Significantly enhances studio business, production capacity, and content portfolio, especially in unscripted, animation, and kids/young adult genres.

• Strengthens ability to develop, package, and monetize content across multiple platforms, supporting global brand growth.

• Thunderbird’s technology leadership in non-generative AI and strong IP pipeline further position the combined entity for industry evolution.

• Cultural alignment and shared values in diversity and creativity position the company for sustainable growth.

Financial terms and conditions

• Implied consideration for Thunderbird shareholders is CAD 1.77 per share, totaling approximately CAD 89 million, payable in cash and shares.

• Shareholders can elect cash, Blue Ant shares, or a combination, subject to a maximum cash cap of CAD 40 million and proration.

• Represents a 28% premium to the 45-day VWAP or 50% spot premium as of November 25, 2025.

• Upon completion, Blue Ant and Thunderbird shareholders will own approximately 79% and 21% of the pro forma company, respectively, assuming full cash proration.

• Thunderbird has no corporate debt, and Blue Ant will fund the cash portion with cash on hand and available credit.

Synergies and expected cost savings

• Annual cost synergies of CAD 7 million expected, mainly from eliminating duplicated public company costs and other efficiencies.

• Synergies anticipated to be realized shortly after deal closing, improving adjusted EBITDA and cash flow per share.

• Further optimization opportunities under review.