Core Viewpoint - Getty Images Holdings, Inc. is issuing $628.4 million of 10.500% Senior Secured Notes due 2030 to finance its proposed merger with Shutterstock, Inc. [1][2] Group 1: Notes Offering - The offering consists of $628,400,000 aggregate principal amount of 10.500% Senior Secured Notes due 2030 [1] - The Notes will be senior secured obligations and guaranteed on a senior secured first lien basis by the same guarantors of Getty Images' existing 11.250% Senior Secured Notes due 2030 [1] - The offering is expected to close around October 21, 2025, subject to customary closing conditions [1] Group 2: Use of Proceeds - Gross proceeds from the sale of the Notes will be deposited in an escrow account and secured by a first-priority security interest [2] - The net proceeds will be used to pay cash consideration to Shutterstock common stockholders, refinance Shutterstock's indebtedness, and cover associated fees and expenses [2] Group 3: Merger Conditions - If the merger agreement is terminated or not consummated by October 6, 2026, the Notes will be redeemed at 100% of the issue price plus accrued interest [3] - The Issuer must inform the escrow agent if it believes the merger will not be completed by the specified date [3] Group 4: Regulatory Compliance - The Notes are offered only to qualified institutional buyers under Rule 144A and to non-U.S. persons outside the United States under Regulation S [4] - The Notes have not been registered under the Securities Act and cannot be sold in the U.S. without registration or an exemption [4]

Summary of Mullen Group Ltd. Notes Offering Core Viewpoint Mullen Group Ltd. has successfully priced a senior secured notes offering amounting to approximately CAD$400 million, aimed at enhancing liquidity for future growth and prepaying existing debt. Group 1: Notes Offering Details - The offering consists of US$50 million with a yield of 6.91% per annum and CAD$325 million with a yield of 6.04% per annum, maturing on July 10, 2037 [2] - Interest on the notes will be payable semi-annually starting December 7, 2025 [2] - The offering is expected to close on July 10, 2025, pending customary closing conditions [3] Group 2: Use of Proceeds - The net proceeds from the notes offering will be used to prepay existing private placement debt maturing in October 2026 and for general corporate purposes [3][4] - The company aims to utilize the funds to pursue new acquisitions aligned with its strategic plans [4] Group 3: Company Background - Mullen Group is a public company with a significant portfolio in the transportation and logistics sectors, providing a variety of services including less-than-truckload, truckload, and specialized hauling [7] - The company operates a network of independently run businesses and offers specialized services related to energy, mining, forestry, and construction industries in western Canada [7]