Hollywood Amends Tender Offer and Consent Solicitation for 9.625% Senior Subordinated Notes Due 2011 And Extends Consent Payment Deadline

Hollywood Amends Tender Offer and Consent Solicitation for 9.625% Senior Subordinated Notes Due 2011 And Extends Consent Payment Deadline

PORTLAND, Ore., April 6 /PRNewswire-FirstCall/ -- Hollywood Entertainment Corporation ("Hollywood") (Nadsaq: HLYW) announced today that, in connection with the previously announced tender offer and consent solicitation for any and all of its $225,000,000 outstanding principal amount of 9.625% Senior Subordinated Notes due 2011 (CUSIP No. 436141AJ4) (the "Notes"), it has amended the Total Consideration (as defined in the Statement described below) to be paid for the Notes and has extended the Consent Payment Deadline (as defined in the Statement described below).

As described in the Offer to Purchase for Cash and Consent Solicitation Statement dated March 24, 2005 (the "Statement"), the Total Consideration is determined by reference to a fixed spread over the bid-side yield to maturity of the 3.375% U.S. Treasury Note due February 28, 2007. The currently scheduled Price Determination Date (as defined in the Statement) is April 7, 2005. Hollywood has amended the fixed spread from 62.5 basis points to 50 basis points.

In addition, Hollywood has extended the Consent Payment Deadline. The Consent Payment Deadline, which was scheduled to expire at 5:00 p.m., New York City time, on April 7, 2005, has been extended to 5:00 p.m., New York City time, on April 12, 2005, unless further extended or earlier terminated. Holders who validly tender their Notes by the Consent Payment Deadline will be entitled to a consent payment of $30 per $1,000 principal amount of Notes as part of the Total Consideration.

All other terms relating to the determination of the Total Consideration and the Tender Offer Consideration (each as defined in the Statement) will remain as described in the Statement.

The tender offer is scheduled to expire at 5:00 p.m., New York City time, on April 21, 2005, unless extended or earlier terminated. Tendered Notes may not be withdrawn and consents may not be revoked after the Withdrawal Deadline, which will be the earlier of (i) the Consent Payment Deadline and (ii) 5:00 p.m., New York City time, on the business day following the business day on which Hollywood issues a press release announcing that it has obtained the consents from holders of at least a majority in aggregate principal amount of the Notes, unless that date is extended.

The obligation of Hollywood to accept for purchase and pay for the Notes in the tender offer is conditioned on, among other things, the satisfaction or waiver of all conditions precedent to the completion of the acquisition of Hollywood by Movie Gallery, Inc. ("Movie Gallery") and the receipt of consents to the Proposed Amendments (as defined in the Statement) from the holders of at least a majority of the aggregate principal amount of outstanding Notes, each as described in more detail in the Statement.

Wachovia Securities has advised Hollywood that Wachovia Securities has received verbal commitments from the holders of a majority of the aggregate principal amount of outstanding Notes that such holders intend to tender their Notes pursuant to the tender offer and consent solicitation, as amended.

This announcement is neither an offer to purchase, nor a solicitation of an offer to purchase, nor a solicitation of tenders or consents with respect to, any Notes. The tender offer and the consent solicitation are being made solely pursuant to the Statement and related Letter of Transmittal and Consent.

Hollywood has retained Wachovia Securities to serve as the dealer manager and solicitation agent for the tender offer and the consent solicitation. Questions regarding the tender offer and the consent solicitation may be directed to Wachovia Securities at (704) 715-8341 or (866) 309-6316. Requests for documents in connection with the tender offer and the consent solicitation may be directed to MacKenzie Partners, Inc., the information agent, at (212) 929-5500 or (800) 322-2885.

Hollywood, and its directors and executive officers, may be deemed to be participants in the solicitation of proxies from its shareholders with respect to the transactions contemplated by the Agreement and Plan of Merger by and among Movie Gallery, TG Holdings, Inc., a wholly owned subsidiary of Movie Gallery, and Hollywood dated as of January 9, 2005 (the "Merger Agreement"). Information about the directors and executive officers of Hollywood and their interests in the transactions contemplated by the Merger Agreement, including their ownership of Hollywood common stock, is set forth in the proxy statement for Hollywood's special meeting to consider the Merger Agreement, which was filed with the SEC on March 21, 2005. Investors and security holders may obtain additional information regarding the interests of these potential participants by reading the proxy statement and the other relevant documents filed with the SEC as they become available.

Source: Hollywood Entertainment Corporation

CONTACT: MacKenzie Partners, Inc., +1-212-929-5500 or 1-800-322-2885, for Hollywood Entertainment Corporation

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