Contract analysis

I. INTRODUCTION AND PURPOSE OF LETTER Calderwood & Harkness LLP writes on behalf of our clients, Aurelius Global Media Group PLC ("AGMG"), a public limited company incorporated in England and Wales with its registered office at 45 Aldwych House, Kingsway, London WC2B 6AH, United Kingdom, listed on the London Stock Exchange (AIM market), and its wholly owned US subsidiary, Aurelius Pacific Studios Inc. ("APS"), a Dela

II. POLICY IDENTIFICATION The following identifies the relevant insurance policy under which this notice is being provided: This notice is being provided pursuant to the Policy's notice-of-circumstances and notice-of-potential-claim provisions, which permit the Named Insureds to report facts, circumstances, or situations that could reasonably be expected to give rise to a claim under the Policy. Kessler & Dunn Insura

III. DESCRIPTION OF THE INSUREDS To provide context for the potential claim, we set forth below a description of the Named Insureds and their organizational structure. Aurelius Global Media Group PLC is a United Kingdom–headquartered publicly traded media, entertainment, and e-commerce conglomerate. AGMG is listed on the London Stock Exchange (AIM market) and employs approximately 14,200 people globally, of whom appr

IV. NATURE OF THE POTENTIAL CLAIM — UNDERLYING ALLEGATIONS A. Initial Complaint On April 18, 2023, Aurelius Pacific Studios Inc. received a written complaint through its Ethics & Compliance Hotline, which is operated by a third-party vendor, Meridian Compliance Solutions LLC, based in Chicago, Illinois. The complaint was assigned case reference number MCS-1014-00001 by Meridian. The complaint was initially submitted

1. Sexual Harassment Allegations — Jenna Morales. Jenna Morales alleges that between approximately September 2022 and March 2023, Marcus Hale engaged in a pattern of repeated unwanted sexual advances and sexually explicit comments directed at Ms. Morales. Specifically, Ms. Morales alleges the following: (a) During a production trip to Vancouver, British Columbia in October 2022, Mr. Hale allegedly made repeated invit

2. Sexual Harassment Allegations — Claire Ngo. On April 24, 2023, Claire Ngo, Senior Director of Talent Relations at APS, filed a separate corroborating complaint with Victor Gallegos, VP of Human Resources. Ms. Ngo alleges that at a company off-site retreat held at the Monarch Valley Resort in Ojai, California on February 17–18, 2023, Marcus Hale made sexually suggestive comments about Ms. Ngo's attire and asked her

3. Retaliation Allegations — Darren Whitfield. On April 26, 2023, Darren Whitfield, Senior Vice President of Physical Production at APS, voluntarily contacted Victor Gallegos to report concerns regarding retaliatory conduct by Marcus Hale. Mr. Whitfield reports that at a leadership team meeting on January 23, 2023, he raised concerns about Mr. Hale's treatment of female employees within the APS organization. Mr. Whit

V. INTERIM MEASURES AND INVESTIGATION STATUS The Company and its Board of Directors have taken the following interim measures in response to the allegations described above:

1. On April 28, 2023, the People & Culture Committee and the Audit & Risk Committee of the AGMG Board of Directors jointly resolved to retain independent outside counsel to conduct a thorough, privileged investigation into the allegations against Marcus Hale and related matters.

2. CEO Elliot Vane was formally recused from all oversight, involvement, and decision-making authority with respect to the investigation due to Mr. Hale's direct reporting relationship to Mr. Vane. Interim oversight of the investigation has been assumed by the chairs of the People & Culture Committee and the Audit & Risk Committee, respectively.

3. On May 2, 2023, Calderwood & Harkness LLP was formally engaged to conduct the independent privileged investigation. The investigation was officially opened on that date. The scope of the investigation encompasses the allegations made by Jenna Morales, Claire Ngo, and Darren Whitfield, as well as any related conduct or circumstances that may be identified during the course of the investigation.

4. On May 2, 2023, a litigation hold notice was issued by Calderwood & Harkness LLP, in coordination with the Company's General Counsel, to all relevant custodians identified to date. The litigation hold requires the preservation of all potentially relevant documents, electronic communications, hard-copy records, and other materials, and provides detailed instructions regarding custodian obligations.

5. On May 3, 2023, Marcus Hale was placed on paid administrative leave by Aurelius Pacific Studios Inc., pending the outcome of the investigation. Concurrently, Mr. Hale's access to company email, Meridian Solutions messaging systems, and all other internal systems and platforms was suspended to preserve the integrity of the investigation and the evidentiary record.

6. On May 3, 2023, Mr. Hale retained Graham Thornfield, founding partner of Thornfield & Associates LLP, located at 10250 Constellation Boulevard, Suite 1950, Los Angeles, California 90067, as his personal counsel in connection with the investigation and any resulting proceedings.

7. On May 8, 2023, the Company, upon the recommendation of Calderwood & Harkness, retained Linden Forensics Group Inc., located at 201 Mission Street, Suite 1400, San Francisco, California 94105, as a digital forensics firm to collect, process, and preserve electronic communications from identified custodians, including but not limited to email accounts, mobile devices, Meridian Solutions channels, and other messagin

VI. POTENTIAL EXPOSURE AND CLAIM VALUATION The Company draws Northbridge's attention to several factors that bear on the potential severity and scope of the claims that may arise from the circumstances described in this letter: • The potential claim involves the conduct of a senior executive — the President of Aurelius Pacific Studios Inc. — who occupies a position of significant authority, influence, and visibility

VII. DEFENSE COSTS AND SELF-INSURED RETENTION The Company wishes to draw Northbridge's attention to the defense costs and related expenses that are being incurred in connection with the investigation and the potential claim. Calderwood & Harkness LLP's investigation fees, together with the costs of the digital forensics vendor, Linden Forensics Group Inc., constitute defense costs under the Policy. These costs includ

VIII. RESERVATION OF RIGHTS AND ONGOING OBLIGATIONS This notice is provided to preserve all rights of the Named Insureds — Aurelius Global Media Group PLC and Aurelius Pacific Studios Inc. — under Employment Practices Liability Insurance Policy No. NM-EPLI-2023-00417. Nothing in this letter shall be construed as, or is intended to constitute, a waiver of any rights, defenses, privileges, or positions of the Named Ins

IX. CONFIDENTIALITY AND PRIVILEGE This notice letter and the investigation to which it relates are protected by the attorney-client privilege and the work product doctrine. The information contained herein has been prepared by and at the direction of counsel in anticipation of litigation and in connection with the provision of legal advice to the Named Insureds. Disclosure of this notice to Northbridge is made pursua

X. RELATED INSURANCE NOTIFICATIONS As a matter of prudence and to preserve all potentially applicable coverage, the Company has also provided a precautionary notice of circumstances to Castlemaine Underwriters Ltd. under the Company's Directors & Officers Liability Insurance Policy No. CU-DO-2023-11283, which has a tower limit of $50,000,000. That notice was given to address the possibility that certain aspects of th

XI. CONTACT INFORMATION AND FUTURE CORRESPONDENCE All correspondence regarding this matter should be directed to: Bernard Crawford Partner Calderwood & Harkness LLP 1999 Avenue of the Stars, Suite 2800 Los Angeles, California 90067 Telephone: (310) 556-8217 Email: bcrawford@calderwoodharkness.com With a copy to: Devon Archer Associate Calderwood & Harkness LLP 1999 Avenue of the Stars, Suite 2800 Los Angeles, Califor

XII. CLOSING The Company requests Northbridge's prompt acknowledgment of receipt of this notice and timely attention to the requests set forth herein. Given the ongoing nature of the investigation and the possibility that formal litigation may be initiated in the near term, the Company considers it essential that a dialogue between the parties be established promptly to facilitate the efficient administration of this

1. Copy of demand letter from Nakamura Reeves LLP dated April 20, 2023 (Privileged and Confidential — Subject to Attorney-Client Privilege)

2. Copy of EPLI Policy No. NM-EPLI-2023-00417 — Declarations Page (for reference) This letter and the enclosures hereto contain information that is privileged, confidential, and/or subject to the attorney-client privilege and work product doctrine. This communication is intended solely for the use of the individual(s) or entity to which it is addressed. If you are not the intended recipient, you are hereby notified t