SYS-CON MEDIA Authors: Adine Deford, Cynthia Dunlop, Harry Trott, Xenia von Wedel, Peter Silva

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Mega Brands receives Final Court Approval of Arrangement with Mattel

MONTREAL, April 25, 2014 /PRNewswire/ - MEGA Brands Inc. (TSX: MB) ("MEGA" or the "Corporation") today announced that the Superior Court of Québec (Commercial Division) issued a final order approving the previously announced plan of arrangement (the "Arrangement") providing for, among other things, the acquisition by Mattel-MEGA Holdings Inc., a wholly-owned subsidiary of Mattel, Inc., of all of the outstanding common shares in the capital of MEGA for cash consideration of CA$17.75 per common share.

Completion of the Arrangement remains subject to the satisfaction or waiver of certain other closing conditions customary in transactions of this nature. It is anticipated that the Arrangement will be completed on or about April 30, 2014.

About MEGA Brands

MEGA Brands Inc. (TSX: MB) is a trusted family of leading global brands in construction toys, games & puzzles and arts & crafts. They offer engaging creative experiences for children and families through innovative, well-designed, affordable and high-quality products. MEGA Brands includes Mega Bloks, Rose Art, MEGA Puzzles, MEGA Games and Board Dudes. Visit http://www.megabrands.com for more information.

Cautionary Note and Forward-Looking Statements

This press release contains certain forward-looking statements with respect to the Corporation. These forward-looking statements, by their nature, require the Corporation to make certain assumptions and necessarily involve known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied in these forward-looking statements. Forward-looking statements are not guarantees of performance. These forward-looking statements, including financial outlooks, may involve, but are not limited to, comments with respect to the Corporation's business or financial objectives, the completion of the Arrangement, the Corporation's strategies or future actions, its targets, expectations for financial condition or outlook for operations and future contingent payments. Words such as "may", "will", "would", "could", "expect", "believe", "plan", "anticipate", "intend", "estimate", "continue", or the negative or comparable terminology, as well as terms usually used in the future and the conditional, are intended to identify forward-looking statements. Information contained in forward-looking statements is based upon certain material assumptions that were applied in drawing a conclusion or making a forecast or projection, including management's perceptions of historical trends, current conditions and expected future developments, as well as other considerations that are believed to be appropriate in the circumstances. The Corporation considers these assumptions to be reasonable based on information currently available to it, but cautions the reader that these assumptions regarding future events, many of which are beyond its control, may ultimately prove to be incorrect since they are subject to risks and uncertainties that affect the Corporation and its business.

For additional information with respect to these and other factors and assumptions underlying the forward-looking statements made in this press release, see the Corporation's Management Discussion and Analysis for the fiscal year ended December 31, 2013 filed with the Canadian securities commissions. The forward-looking information set forth herein reflects the Corporation's expectations as at the date of this press release and is subject to change after such date. The Corporation disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, other than as required by law.

SOURCE MEGA Brands Inc.

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