Shutterfly : “Shutterfly,”) issued $785 million aggregate principal amount of First Priority Senior Secured Notes due 2026 (the “notes”)

Financial ReportsOn September 25, 2019, Shutterfly, Inc. ('Shutterfly,') issued $785 million aggregate principal amount of First Priority Senior Secured Notes due 2026 (the 'notes') in a transaction not subject to the registration requirements of the Securities Act of 1933, as amended, and entered into a senior secured first lien term loan credit facility (the 'term facility') and a senior secured first lien revolving asset credit facility (the 'credit facility', together with the term facility, the 'credit facilities') with certain lenders. Shutterfly will make annual audited financial statements, together with a Management's Discussion and Analysis of Financial Condition and Results of Operations ('MD&A'), available within 105 days (150 days for the fiscal year 2019) after the end of our fiscal year, which ends on December 31. In addition, we will make unaudited quarterly financial statements, together with an MD&A, available within 60 days (90 days for the next four quarters) after the end of each of the first three quarters of each fiscal year. The financial information will be made available only to lenders, holders of the notes, bona fide prospective investors of the notes, bona fide securities analysts and bona fide market makers. Such person requesting access to our financial information is required to (i) treat all such reports (and the information contained therein) as confidential, (ii) not use such reports and the information contained therein for any purpose other than their investment or potential investment in the notes and (iii) not publicly disclose any such reports (and the information contained therein). The reports will be provided to the administrative agents for the respective credit facilities for further distribution to lenders under the credit facilities and will be posted on a secure web site, which can be accessed only by holders of the notes, bona fide prospective investors of the notes, bona fide securities analysts and bona fide market makers.

Investor Conference Calls
Shutterfly will host an investor teleconference call for term loan lenders, holders of the notes, bona fide prospective investors of the notes, bona fide securities analysts and bona fide market makers within 10 days after the reports are posted. Prior to the investor call, Shutterfly will announce the date and time of the call and direct holders of the notes, prospective investors of the notes, securities analysts and market makers to contact the company to gain access to the secure web site, which will contain details on how to access the call. The lenders under the credit facilities will receive details on how to access the call from the administrative agents for the respective credit facilities.

Accessing Shutterfly's Secure Web Site
For holders of the notes, bona fide prospective investors of the notes, bona fide securities analysts and bona fide market makers who would like to access the secure web site but have not yet been qualified by Shutterfly, please email your request to the contact below who will send you a 'Request for Access to Financial Information' form. Upon qualification, you will be sent an email with the login instructions.

Shutterfly, Inc. Investor Relations
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