MATR MATTR Corporation

Mattr Corp. (“Mattr” or the “Company”) (TSX: MATR) confirmed today that it has successfully closed its previously announced private offering (the “Offering”) of debt subscription receipts (the “Subscription Receipts”) for aggregate gross proceeds of approximately $129.3 million. The Offering proceeds, less the underwriters’ fee and expenses, are being held in escrow pending the satisfaction or waiver of certain conditions, following which, the Subscription Receipts will convert into Notes, as described below.

Mattr intends to use the net proceeds of the Offering to pay a portion of the purchase price for the Company’s previously announced indirect acquisition (the “Acquisition”) of all of the issued and outstanding shares of AmerCable Incorporated. Subject to the satisfaction of certain closing conditions, Mattr expects the closing of the Acquisition to occur during the first quarter of 2025.

In order to facilitate an orderly settlement of the Offering, the number of Subscription Receipts issued pursuant to the Offering has been modified to 125,000,000 (from the previously announced 125,000). Holders of the Subscription Receipts will be entitled to receive, upon the satisfaction of certain conditions and without payment of additional consideration or further action, a newly authenticated 7.25% senior unsecured note of the Company due April 2, 2031, in a principal amount of $1,000 (collectively for all Subscription Receipts, the “Notes”) per 1,000 Subscription Receipts held.

The Notes issued upon the conversion of the Subscription Receipts shall be issued as “Additional Notes” pursuant to the trust indenture dated April 2, 2024, between TSX Trust Company and the Company, as supplemented by a supplemental indenture, such that, following the issuance thereof, $300 million aggregate principal amount of 7.25% senior unsecured notes of the Company due April 2, 2031, will be outstanding.

The Subscription Receipts were offered through TD Securities and National Bank Financial Markets.

The Subscription Receipts were offered for sale in Canada to accredited investors on a private placement basis, in accordance with Canadian securities laws. The Subscription Receipts were not registered under the U.S. Securities Act, or any state securities laws, and were offered and sold in the United States to qualified institutional buyers only, pursuant to Rule 144A of the U.S. Securities Act, and outside of the United States in accordance with Rule 903 of Regulation S under the U.S. Securities Act.

About Mattr

Mattr is a growth-oriented, global materials technology company broadly serving critical infrastructure markets, including transportation, communication, water management, energy and electrification. Its two business segments: Composite Technologies and Connection Technologies, enable responsible renewal and enhancement of critical infrastructure while lowering risk.

For further information, please contact:

Meghan MacEachernVP, External Communications & ESG Telephone: 437.341.1848Email: meghan.maceachern@mattr.comWebsite: www.mattr.com

Forward Looking Information

This 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.