Icahn Comments on Lions Gate Position Regarding Debt Tender Offer

NEW YORK, March 30 /PRNewswire/ -- Carl C. Icahn released the following
statement today in response to the March 26, 2009 press released issued by
Lions Gate:

In its press release, Lions Gate correctly points out that noteholders may
require Lions Gate to repurchase the 2.9375% notes and 3.625% notes in 2011
and 2012, respectively, and that a "Change in Control" - triggered by
ownership of more than 20% of the equity - could result in an event of default
under the credit facility, resulting in a cross-default and acceleration of
Lions Gate's obligations under the notes. In turn, this could trigger
accelerated repayment obligations under both the credit facility and the
notes. However, the company fails to communicate whether its current liquidity
position would be sufficient to meet such obligations.

The company's public filings show that, as of December 31, 2008, there was
$131 million in unrestricted cash on the balance sheet. The company recently
closed its $255 million all cash acquisition of the TV Guide Network. The
company has said it did not tap the revolver to close this acquisition, but if
so, where did it get the extra cash?

In the event of a "Change in Control", the Company's payment obligations under
both the $325 million in notes and any amount drawn on the revolver could be
accelerated. If this occurred, the company would face either a refinancing or
restructuring. Because any consideration of refinancing must take into account
the difficult state of the current credit markets, one is left to speculate
how the company would meet this demand without restructuring?

If the company is forced to restructure, we believe that much of the company's
equity would end up being owned by the debt holders, and that in the long run,
due primarily to the company's library assets, these assets would provide the
noteholders full "recovery value" if managed properly. The other noteholders,
when considering my tender, should ask themselves whether or not they believe
the same.

All inquiries regarding the offer (the "Offer") by Mr. Icahn's affiliates
(collectively, the "Offeror") to purchase for cash any and all of the
outstanding 2.9375% Convertible Senior Subordinated Notes due 2024 and 3.6250%
Convertible Senior Subordinated Notes due 2025 of Lions Gate Entertainment
Inc. (collectively, the "Notes") should be directed to Edward McCarthy or
Kristian Klein of D.F. King & Co., Inc., the Information Agent for the Offer,
at (212) 269-5550. The terms and conditions of the Offer are set forth in an
Offer to Purchase and other related materials that are available from the
Information Agent. Copies of the tender offer materials are also available at
www.dfking.com/lionsgate.

This press release is neither an offer to purchase nor a solicitation to buy
any of the Notes, nor is it a solicitation for acceptance of the Offer. The
Offer is not being made in any jurisdiction in which the making or acceptance
thereof would not be in compliance with the securities, blue sky or other laws
of such jurisdiction. Neither of the Offeror or the Information Agent makes
any recommendation in connection with the Offer.

SOURCE Carl Icahn

Susan Gordon, +1-212-702-4309