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CINEMARK USA, INC.
OFFER TO PURCHASE
Offer to Purchase for Cash
Any and All Outstanding
5.875% Senior Notes due 2026
(CUSIP Nos. 144A: 172441 BD8/ Reg S: U17176 AK1)
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Aggregate Principal Amount Outstanding
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U.S. Treasury Reference Security
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5.875% Senior Notes due 2026
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144A: 172441 BD8
Reg S: U17176 AK1
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$405,000,000
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1.750% U.S. Treasury due March 15, 2025
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THE TENDER OFFER (THE “TENDER OFFER”) FOR THE 5.875% SENIOR NOTES DUE 2026 (THE “NOTES”) OF CINEMARK USA, INC. WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME,
ON JULY 15, 2024, UNLESS EXTENDED (SUCH DATE AND TIME, AS IT MAY BE EXTENDED, THE “EXPIRATION DATE”). HOLDERS OF THE NOTES MUST VALIDLY TENDER THEIR NOTES,
OR DELIVER A PROPERLY COMPLETED AND DULY EXECUTED NOTICE OF GUARANTEED DELIVERY, AT OR BEFORE THE EXPIRATION DATE TO BE ELIGIBLE TO RECEIVE THE PURCHASE PRICE,
PLUS ACCRUED INTEREST.
NOTES TENDERED PURSUANT TO THE TENDER OFFER MAY BE WITHDRAWN PRIOR TO THE EARLIER OF (I) THE EXPIRATION DATE, AND (II) IF THE TENDER OFFER IS EXTENDED,
THE 10TH BUSINESS DAY AFTER COMMENCEMENT OF THE TENDER OFFER (THE “WITHDRAWAL DEADLINE”). NOTES MAY ALSO BE VALIDLY WITHDRAWN AT ANY TIME AFTER THE 60TH
BUSINESS DAY AFTER COMMENCEMENT OF THE TENDER OFFER IF FOR ANY REASON THE TENDER OFFER HAS NOT BEEN CONSUMMATED WITHIN 60 BUSINESS DAYS AFTER COMMENCEMENT
OF THE TENDER OFFER. THE MATURITY DATE OF THE NOTES IS MARCH 15, 2026. THE TENDER OFFER IS SUBJECT TO THE SATISFACTION OF CERTAIN CONDITIONS, AS SET FORTH
UNDER THE HEADING “THE TERMS OF THE TENDER OFFER—CONDITIONS OF THE TENDER OFFER.”
To view copies of the Tender Offer documents please click on the links below
Offer to Purchase
Notice of Guaranteed Delivery
The Information and Tender Agent for the Offer is:
D.F. KING & CO., INC.
48 Wall Street, 22nd Floor
New York, New York 10005
Banks and Brokers call: (212) 269-5550
Toll Free: (800) 347-4826
Email: cinemark@dfking.com
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Any questions or requests for assistance may be directed to the Sole Dealer Manager or the Information and Tender Agent at their respective telephone
numbers as set forth below. Any requests for additional copies of this Offer to Purchase, the Notice of Guaranteed Delivery or related documents may be directed
to the Information and Tender Agent. A Holder may also contact such Holder’s Custodian for assistance concerning the Tender Offer.
The Dealer Manager for the Offer is:
Wells Fargo Securities, LLC
550 South Tryon Street, 5th Floor
Charlotte, North Carolina 28202
Attention: Liability Management Group
Collect: (704) 410-4756
U.S. Toll Free: (866) 309-6316
Email: liabilitymanagement@wellsfargo.com
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