VANCOUVER, British Columbia–(BUSINESS WIRE)–Thunderbird Entertainment Group Inc. (TSXV: TBRD, OTCQX: THBRF) (“Thunderbird” or the “Company”), a global award-winning, full-service multiplatform production, distribution and rights management company, is pleased to announce that Institutional Shareholder Services Inc. (“ISS”) has recommended holders (the “Shareholders”) of common shares in the capital of Thunderbird (the “Shares”) vote FOR the previously announced acquisition by Blue Ant Media Corporation (“Blue Ant”) (TSX: BAMI) of all of the issued and outstanding Shares for, at the option of each Shareholder, (i) 0.2165 Blue Ant subordinate voting shares per Share, (ii) $1.77 in cash per Share, or (iii) a combination thereof, subject to rounding and proration based on a maximum cash consideration of $40 million, pursuant to a statutory plan of arrangement (the “Arrangement”) under the Business Corporations Act (British Columbia). Shareholders will vote on the Arrangement at the special meeting of Shareholders on January 12, 2026 (the “Meeting”).
ISS is a leading independent proxy voting and corporate governance advisory firm whose recommendation may influence how certain pension funds, investment managers, mutual funds, and other institutional shareholders vote.
ISS recommended to “Vote FOR” the Arrangement at the Meeting.
In reaching its recommendation, ISS stated, among other things: “The transaction’s mixed consideration structure affords shareholders the election to continue with the combined company through issuance of equity or a liquidation event through a cash consideration option, which represented a meaningful 50 percent premium to the company’s closing share price on the date prior to the announcement, providing both certain and immediate value.”
Welcoming the favourable recommendation, Jennifer Twiner McCarron, Chair and Chief Executive Officer of the Company commented: “We are pleased that a leading proxy advisor, ISS, has endorsed the Arrangement. We encourage all Shareholders to vote FOR the plan of arrangement in advance of the proxy voting cut off on January 8, 2026.”
VOTE TODAY
Act Now. The deadline for Shareholders to vote FOR the Arrangement is 9:00 a.m. (Vancouver time) on January 8, 2026.
The board of directors of Thunderbird, having received a unanimous recommendation from a strategic review committee comprised solely of independent directors of Thunderbird, and after receiving outside legal and financial advice, unanimously (with one director abstaining) recommends that Shareholders vote FOR the Arrangement.
Completion of the Arrangement is subject to the approval of 66 2/3% of the votes cast by the Shareholders present virtually or represented by proxy at the Meeting, as well as other customary conditions including certain regulatory approvals and the issuance of a final order by the Supreme Court of British Columbia. It is currently expected that the Arrangement will be completed by the end of January 2026.
The terms of the Arrangement and the arrangement agreement between Thunderbird and Blue Ant dated November 25, 2025 (the “Arrangement Agreement”) are further described in the Management Information Circular (the “Circular”) and related materials for the Meeting, all of which are available under the Company’s profile on SEDAR+ at www.sedarplus.ca.
Shareholder Questions and Assistance
Thunderbird has retained Sodali & Co. as its proxy solicitation agent. If you have any questions or need assistance voting, contact Sodali & Co. by:
Toll free phone call in North America to 1-833-711-5127
1-289-695-3075 for banks, brokers, and callers outside North America
Email at assistance@investor.sodali.com
About Thunderbird Entertainment Group Inc.
Thunderbird Entertainment Group Inc. is a global award-winning, full-service multiplatform production, distribution and rights management company, headquartered in Vancouver, with a team in Los Angeles. Thunderbird creates award-winning scripted, unscripted, and animated programming for the world’s leading digital platforms, as well as Canadian and international broadcasters. Thunderbird develops, produces, and distributes animated, factual and scripted content through its various content arms, including Thunderbird Kids and Family (Atomic Cartoons), Thunderbird Unscripted (Great Pacific Media), and Thunderbird Scripted. Productions under the Thunderbird umbrella include Mermicorno: Starfall, Super Team Canada, Molly of Denali, Highway Thru Hell, Kim’s Convenience, Boot Camp and Sidelined: The QB and Me. Thunderbird Distribution and Thunderbird Brands manage global media and consumer products rights, respectively, for the Company and select third parties. Thunderbird is on Facebook, X, and Instagram at @tbirdent. For more information, visit: www.thunderbird.tv.
Cautionary Note and Forward-Looking Statements
Home Entertainment Independent Proxy Advisory Firm ISS Recommends Shareholders Vote “FOR” Plan of Arrangement...