Dear Shareholder,

Enclosed with this email is an offer from the Company to repurchase up to

$10 million of shares from its shareholders, at a price between $3.50 and
$4.50 per share.
As you know, shares in the Company are illiquid and from time to time we
are contacted by shareholders asking whether the Company can find ways to
create some liquidity for their shares. Over the last couple of years, we
have not been successful in exploring various alternatives including a sale of
the business and seeking debt from third parties.
The board of directors has determined that it is appropriate at this time to
use up to $10 million of cash to fund a more substantial share buyback. The offer is structured as a Dutch auction. You are entitled to
tender all or a portion of your shares either (i) without specifying a price (in
which case your shares will be purchased at the price between $3.50 and
$4.50/share that is determined in the auction), or (ii) by specifying the
lowest price between $3.50 and $4.50/share at which you are willing to sell
your shares.
The price that will be used to purchase all the shares will be determined by
the number of shares tendered and by the prices at which shareholders
indicate they are willing to sell their shares. That price will be the lowest
price (within the range of $3.50 and $4.50/share) that will allow the
Company to purchase up to $10 million of shares. All shareholders who
participate will receive the same purchase price, even if they selected a
lower price. However, any shareholder who indicates that he or she is only
willing to sell at a price that is higher than the clearing price determined in
the auction will not participate and will not have any of his or her shares
purchased.
If you want to maximize your chance of selling the number of shares
you wish to sell, then you should indicate that you will sell at
whatever clearing price is determined in the auction.
If more shares are tendered at the clearing price than can be purchased for
$10 million, then the Company intends on accepting those offers pro rata
based on the number of shares offered by each shareholder. Attached is a
more detailed description of the repurchase program, and forms for you to
fill out if you are interested in selling shares to the Company.

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Please note that you should contact your own advisors to obtain advice with
respect to the tax consequences to you of participating in the share
repurchase program.
If you are planning to participate in this share repurchase program,
completed forms must be received by email
at repurchase@avidlifemedia.com before 5:00 p.m. Toronto time on April
16, 2015. Closing of the repurchase is expected to occur shortly
thereafter.
If you have any questions, please contact Jonathan Pollack at 416-484-5066
or jp@firesidecap.com.
Sincerely,
Board of Directors
Avid Life Media

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