Mattr Corp. Announces Pricing of Upsized Senior Unsecured Notes Offering

Mattr Corp. (“Mattr” or the “Company”) (TSX: MATR) announced today that it has entered into an underwriting agreement to sell, pursuant to a private placement offering (the “Offering”), C$175 million aggregate principal amount of 7.25% senior unsecured notes due 2031 (the “Notes”), which aggregate principal amount of notes was upsized from the initial deal size of C$150 million. The Notes will be issued at a price of C$1,000 per C$1,000 principal amount of Notes.

“Over the last three years Mattr has completed a fundamental business transformation while delivering substantial growth and significantly strengthening our balance sheet. These successes have positioned us to successfully complete today’s Offering and we are deeply appreciative of the support and confidence of all investors,” said Mike Reeves, Mattr’s President and CEO. “This Offering provides capital structure stability and flexibility for the company while lowering our cost of capital and is an important step as we continue to execute our long-term value creation strategies.”

Mattr intends to use the net proceeds of the Offering to fund the redemption of its outstanding 9.00% senior unsecured notes due 2026 (“2026 Notes”), to pay fees and expenses related to the Offering and for general corporate purposes. Mattr will issue a conditional notice to redeem C$150 million of its 2026 Notes at a redemption price of 104.50%, plus accrued and unpaid interest to, but not including the redemption date (“Conditional Notice”). The redemption is expected to be completed one business day following closing of the Offering and is conditioned upon completion of the Offering. This press release does not constitute a notice of redemption of the 2026 Notes. Further information related to the terms and conditions of the redemption of the 2026 Notes is described in the Conditional Notice that will be distributed to holders of the 2026 Notes by TSX Trust Company as trustee. Beneficial holders with any questions about the redemption should contact their respective brokerage firm or financial institution.

The Notes are being offered through a syndicate of underwriters led by National Bank Financial Markets and TD Securities.

The Notes will be offered for sale in Canada to accredited investors on a private placement basis, in accordance with Canadian securities laws. The Notes have not been registered under the U.S. Securities Act, or any state securities laws, and are being offered and sold in the United States to qualified institutional buyers only, pursuant to Rule 144A of the U.S. Securities Act. The Notes may be sold outside of the United States in accordance with Rule 903 of Regulation S under the U.S. Securities Act. Subject to customary closing conditions, the Offering is expected to close on or about April 2, 2024.

About MattrMattr is a growth-oriented, global materials technology company broadly serving critical infrastructure markets, including electrification, transportation, communication, water management and energy. Its two business segments, Composite Technologies and Connection Technologies, operate a global network of manufacturing and technology centers, delivering differentiated, high-value products which enable responsible renewal and enhancement of critical infrastructure while lowering risk and environmental impact.

For further information, please contact:

Meghan MacEachernVP, External Communications & ESG Telephone: [phone]Email: [e-mail]: www.mattr.com

Forward Looking InformationThis news release contains forward-looking information within the meaning of applicable securities laws. Words such as "may", "will", "should", "anticipate", "plan", "expect", "believe", "predict", "estimate" or similar terminology are used to identify forward-looking information. This forward-looking information is based on assumptions, estimates and analysis made in the light of the Company's experience and its perception of trends, current conditions and expected developments, as well as other factors that are believed by the Company to be reasonable and relevant in the circumstances. Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements to be materially different from those predicted, expressed or implied by the forward-looking information. The forward-looking information is provided as of the date of this news release and the Company does not assume any obligation to update or revise the forward-looking information to reflect new events or circumstances, except as required by law.

Source: Mattr Corp.