Mood Media Announces Closing of Convertible Unsecured Subordinated Debenture
Offering

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

TORONTO, Oct 1 /CNW/ - Mood Media Corporation (formerly Fluid Music Canada, Inc.) (TSX:MM /AIM LSE:MM  ISIN: CA61534J1057) ("Mood Media" or the "Company") is pleased to announce the closing of its previously announced offering of  US$31.5 million aggregate principal amount of convertible unsecured subordinated debentures due October 31, 2015 (the "Debentures"). The offering was conducted by a syndicate of underwriters led by BMO Capital Markets and including Octagon Capital Corporation and Desjardins Securities Inc. (the "Underwriters"). The Underwriters will receive U.S.$1,078,000 principal amount of Debentures as partial payment for their underwriting fee.  In total an aggregate of U.S.$32,768,000 principal amount of Debentures were issued by the Corporation. 

The Debentures are subordinated, unsecured obligations of Mood Media and bear interest at a rate of 10.00% per annum payable semi-annually in arrears on April 30 and October 31 in each year commencing April 30, 2011. The Debentures are convertible at any time at the option of the holders into common shares at an initial conversion price of US$2.43 per common share (equivalent to C$2.50 per common share). The Debentures are not be redeemable by the Company prior to October 31, 2013. Between October 31, 2013 and prior to maturity, Mood Media has the right to redeem all or a portion of the Debentures at the principal amount plus accrued interest provided the arithmetic average of the U.S. dollar equivalent of the daily volume weighted average price of Mood Media's common shares on the TSX for 20 consecutive trading days is at least 130% of the conversion price. The Debentures will mature on October 31, 2015. 

On September 24, 2010, the Company issued a redemption notice to holders of the outstanding C$30,317,300 10% convertible unsecured subordinated debentures of the Company (the "Existing Debentures") to redeem such Existing Debentures on October 4, 2010. The net proceeds of the offering were deposited with Computershare Trust Company of Canada, as indenture trustee of the Existing Debentures, and will be used to redeem such Existing Debentures on October 4, 2010.   

The offering was conducted publicly in each of the provinces and territories of Canada, except Quebec, and on a private placement basis in the United States. The securities offered were not and will not be registered under the U.S. Securities Act of 1933 and may not be offered or sold in the United States absent registration or applicable exemption from registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy securities in any jurisdiction.

About Mood Media Corporation

Mood Media is a leading in-store media specialist that uses a mix of music, visual and scent media to help its clients communicate with consumers with a view to driving incremental sales at the point-of-purchase. Operating through its two principal divisions, In-Store Media and Retail Point-of-Purchase, Mood Media works with more than 800 retail chains in more than 30 countries throughout North America, Europe, Asia and Australia.

The Directors believe that Mood Media's services can have a direct impact on consumer purchasing decisions which makes in-store media an effective marketing tool. The Directors believe that in-store media services can enhance branding in real-time and influence shopper decisions by improving the shopping experience for consumers.

The in-store media business generates revenue via sales of its multi-sensory services to businesses; the retail point-of-purchase sells speciality compilations through its retail clients. Mood Media has also compiled an extensive rights-included music library with over 1.8 million tracks.

Mood Media operates an international in-store media and music retail business with an extensive geographic footprint and a broad client base including several multinational blue chip organisations.

For further information about Mood Media, please visit www.moodmedia.com.

Cautionary Statement Regarding Forward-Looking Statements

This press release contains forward-looking statements. The statements that are concerning the offering are forward-looking statements. The words "believe", "expect", "anticipate", "estimate", "intend", "may", "will", "would" and similar expressions and the negative of such expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. These forward-looking statements are subject to important assumptions. While Mood Media considers these factors and assumptions to be reasonable based on information currently available, they may prove to be incorrect.

Known and unknown factors could cause actual results to differ materially from those projected in the forward-looking statements. Such factors include, but are not limited to: failure to receive necessary approvals and negative general market conditions. Given these uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements.

All of the forward-looking statements made in this press release are qualified by these cautionary statements and other cautionary statements or factors contained herein, and there can be no assurance that the actual results or developments will be realized or, even if substantially realized, that they will have the expected consequences to, or effects on, Mood Media.

A final short form prospectus containing important information relating to the offering was filed in all of the provinces and territories of Canada (except Quebec).  Please refer to the risk factors identified in the final short form prospectus under the heading "Risk Factors" and also incorporated by reference therein.  A copy of the final short form prospectus is available on www.sedar.com shortly.

Forward-looking statements are given only as at the date hereof and Mood Media disclaims any obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable laws.

For further information:

Mood Media Corporation

Lorne Abony
Chairman, President and Chief Executive Officer,
Mood Media Corporation
416 510 2800