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03.11.25
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Supplemental notice of conditional redemption

 

PEU (FIN) PLC

SUPPLEMENTAL NOTICE OF CONDITIONAL REDEMPTION

ANY AND ALL OUTSTANDING AGGREGATE PRINCIPAL AMOUNT OF THE

7.250% SENIOR SECURED NOTES DUE 2028 (the “NOTES”)

Rule 144A: ISIN XS2643284461; COMMON CODE 264328446

Reg S: ISIN XS2643284388; COMMON CODE 264328438

THIS SUPPLEMENTAL NOTICE CONTAINS IMPORTANT INFORMATION THAT IS OF INTEREST TO THE REGISTERED AND BENEFICIAL OWNERS OF THE NOTES. IF APPLICABLE, ALL DEPOSITORY, CUSTODIANS AND OTHER INTERMEDIARIES RECEIVING THIS NOTICE ARE REQUIRED TO EXPEDITE TRANSMITTAL TO BENEFICIAL OWNERS OF THE NOTES IN A TIMELY MANNER.

October 31, 2025

Reference is made to the conditional notice of full redemption dated October 22, 2025 issued by PEU (FIN) Plc as issuer (the “Issuer”) in relation to the Notes (the “Redemption Notice”). This notice is supplemental to the Redemption Notice and must be read together with the Redemption Notice. Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Redemption Notice.

Through the Redemption Notice, pursuant to Section 3.03 of the Indenture relating to the Notes, the Issuer gave notice that it had elected to redeem, subject to the Closing Condition being satisfied or waived, the entire outstanding principal amount of the Notes on the Redemption Date as permitted under Section 5(b) of the Notes.

As provided for in the Redemption Notice, the Issuer hereby gives notice that the Redemption Date has been extended to November 14th, 2025 (the “Extended Redemption Date”).

Subject to the satisfaction or waiver of the Closing Condition, the outstanding Notes will be redeemed at a redemption price equal to 103.625% of the principal amount thereof (the “Redemption Price”), plus accrued and unpaid interest from (and including) the last Interest Payment Date (July 1, 2025) to (but excluding) the Extended Redemption Date. Accordingly, assuming the Extended Redemption Date is November 14, 2025, the aggregate redemption amount is expected to be €212,727,777.78, which is the outstanding principal amount of €200,000,000 multiplied by the Redemption Price of 103.625%, plus €5,477,777.78 of accrued and unpaid interest (the “Redemption Amount”).  The Redemption Amount will be paid to the Holders of record at the close of business on November 13, 2025(the “Record Date”).

In the event that the Closing Condition shall not have been satisfied or waived by the Issuer (in its sole discretion) on or by November 14, 2025, and provided that the Redemption Notice (as supplemented by this supplemental notice) has not been revoked in the sole discretion of the Issuer, the Extended Redemption Date may be further extended (and the Extended Redemption Amount and the Record Date further amended), in the sole discretion of the Issuer, provided that (i) the new Extended Redemption Date is at least 10 days and not more than 60 days after the date of the Redemption Notice and (ii) the Issuer sends a supplemental notice indicating the new Extended Redemption Date and corresponding Record Date, without, for the avoidance of doubt, providing 10 days’ additional notice to the further Extended Redemption Date.

Except as modified by this supplemental notice, the terms of the Redemption Notice remain in full force and effect.