Nostrum Oil&gas Regulatory News (NOG)

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION (A) IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA) (THE "UNITED STATES" OR THE "U.S.") OR TO ANY "U.S. PERSON" AS DEFINED IN REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OTHER THAN (I) A "QUALIFIED INSTITUTIONAL BUYER" AS DEFINED IN RULE 144A UNDER THE SECURITIES ACT ("RULE 144A") THAT HOLDS OR IS ACTING FOR THE ACCOUNT OF ANOTHER QUALIFIED INSTITUTIONAL BUYER THAT HOLDS NOTES OR (II) AN "ACCREDITED INVESTOR" WITHIN THE MEANING OF RULE 501(A)(1), (2), (3), (7), (8), (9), (12) OR (13) OF REGULATION D UNDER THE SECURITIES ACT THAT HOLDS OR IS ACTING FOR THE ACCOUNT OF ANOTHER ACCREDITED INVESTOR THAT HOLDS NOTES OR (B) IN OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

Nostrum Oil & Gas Finance B.V.

(incorporated under the laws of the Netherlands)

CONSENT SOLICITATION

Nostrum Oil & Gas Finance B.V. (the "Issuer") today announces its invitations to Eligible Holders of the following Notes to approve, at meetings of the holders of the Senior Secured Notes and of the holders of the Senior Unsecured Notes (together, the "Meetings"), the relevant resolutions (the "Resolutions") set out in the Notices of Meeting delivered to the Clearing System for communication to Direct Participants.

This announcement does not contain the full terms and conditions of the Consent Solicitation, which are contained in the Consent Solicitation Memorandum dated 26 June 2026 prepared by the Issuer (the "Consent Solicitation Memorandum"). The Consent Solicitation Memorandum and the Notices of Meeting are available to Eligible Holders from GLAS Trust Company LLC (the "Information and Tabulation Agent") from the date that they are available until the Consent Solicitation Settlement Date.

Capitalised terms used in this announcement but not defined have the meanings given to them in the Consent Solicitation Memorandum.

Background to the Transaction

On 30 March 2026, Nostrum Oil & Gas PLC (the "Parent") announced via RNS that it had reached an in principle agreement with an ad hoc forum of beneficial owners of the Senior Secured Notes and the Senior Unsecured Notes (that are not Sanctions Restricted Persons) representing more than 50% of the Senior Secured Notes and more than 50% of the Senior Unsecured Notes (the "Ad Hoc Forum") regarding the key commercial terms for a proposed extension of the maturity date of the Senior Secured Notes and the Senior Unsecured Notes to 31 December 2030. The Parent explained in such announcement that launch of the Transaction was subject to receipt of a regulatory licence related to certain Noteholders that are Sanctions Restricted Persons. The Group obtained such regulatory licence at the end of May.

In June 2026, the Group became aware that in connection with the ongoing withholding tax cases in Kazakhstan disclosed in the Parent's previous public announcements - most recently in the announcement entitled "Further update regarding Kazakhstan withholding tax disputes" released by the Parent via RNS on 14 May 2026 (https://www.londonstockexchange.com/news-article/NOG/update-re-kazakhstan-withholding-tax-disputes/17592456) - certain immovable assets that secure the Senior Secured Note Liabilities were subjected to certain restrictions in Kazakhstan (together with any further restrictions that may be imposed, the "Applicable Kazakh Restrictions"). The immovable assets subject to the Applicable Kazakh Restrictions represent a significant majority of all immovable assets that secure the Senior Secured Note Liabilities. The Applicable Kazakh Restrictions are principally intended to restrict the Group from disposing of immovable assets. Whilst the Applicable Kazakh Restrictions do not in themselves create any breach of the terms of the Senior Secured Notes or the Senior Unsecured Notes and do not affect the ranking and priority of the security relating to the Senior Secured Note Liabilities, they could be interpreted (under the local tax code) to interfere with some steps that would be required to implement certain terms of the transaction announced on 30 March 2026.

Following further discussions between the Parent and the Ad Hoc Forum, an in principle agreement has been reached regarding certain amendments to the terms of the transaction announced on 30 March 2026, that seeks to implement a long-term standstill (capable of being terminated by the appropriate majority in accordance with the terms set out herein and in the Consent Solicitation Memorandum) and, in so far as is possible in light of the Applicable Kazakh Restrictions, replicate the effect of the transaction that had been previously announced (as more specifically described below, the revised proposed transaction being, the "Transaction"). For the avoidance of doubt, and contrary to the terms of the transaction announced on 30 March 2026, there will be no tender offer to Senior Unsecured Noteholders to tender their Senior Unsecured Notes for repurchase by the Group.

More specifically, the Transaction involves:

Senior Secured Notes

(i) the Proposals in respect of the Senior Secured Notes, being:

(a) deferring the rights of Senior Secured Noteholders to take direct action for the recovery and/or enforcement of the payment of principal on or after the due date expressed in the relevant Trust Deed;

(b) increasing the requisite threshold of Senior Secured Noteholders required to request in writing that their Trustee take enforcement action or pursue any remedy in respect of (i) non-payment of principal and (ii) the Event of Default specified in Section 01(9) of Schedule 9 to the relevant Trust Deed, in each case from "at least 25% in aggregate principal amount of the Notes" to "more than 50% in aggregate principal amount of the Notes";

(c) decreasing the default interest rate in respect of overdue principal to 0.5%, effective from (and including) 30 June 2026 (and subject to the paragraph following immediately below) to be paid in cash;

(d) providing an option for the Issuer to elect to capitalise payments of interest on the Senior Secured Notes based on the working capital needs of the Group, provided that such election cannot be made in respect of two consecutive interest periods;

(e) agreeing to the Group providing, in respect of the Senior Unsecured Note Liabilities, the following security to and registered in favour of, the Security Trustee on behalf of the Secured Parties, including Senior Unsecured Noteholders:

(x) with effect from the Effective Date, second-ranking security in respect of the same assets that currently secure the Senior Secured Note Liabilities, excluding any assets currently securing the Senior Secured Note Liabilities which is governed by the laws of Kazakhstan; and

(y) within 60 days from the date that all Applicable Kazakh Restrictions cease to apply, second-ranking security over assets currently securing the Senior Secured Note Liabilities which is governed by the laws of Kazakhstan;

(f) retaining the carve-out to the Event of Default specified in Section 01(1) of Schedule 9 to the relevant Trust Deed in the event that any future interest payments are not capable of being made on account of such payment breaching any Sanctions (e.g., all requisite regulatory licence(s) not being in place at the time of payment), provided that, within 10 business days of the Issuer's determination in its reasonable opinion that it has obtained all requisite regulatory licence(s) or that payment of interest would not breach any Sanctions, the Issuer makes payment of interest to the person shown as the Noteholder in the Register at the close of business on the Clearing System Business Day before the date of such payment (and, for the avoidance of doubt, default interest shall accrue on overdue interest in these circumstances, but no deferral fees shall be applicable in these circumstances);

(g) including an Event of Default in Section 01 of Schedule 9 to the relevant Trust Deed in relation to the Group failing to make an application for extension of the production sharing agreement related to the Chinarevskoye oil and gas condensate field in North-Western Kazakhstan by 26 May 2030; and

(h) instructing (x) their Trustee via the SSN Extraordinary Resolution not to take enforcement action or pursue any remedy in respect of non-payment of principal and (z) the Security Trustee via the SSN Ordinary Resolution not to enforce the Transaction Security and/or the Shared Security, as applicable, or take any other Enforcement Action in respect of non-payment of principal, in each case prior to the earliest to occur of:

(A) 1 January 2031;

(B) the occurrence of an Event of Default specified in Section 01(7) and/or Section 01(8) of Schedule 9 to the relevant Trust Deed; and

(C) such time as (x) their Trustee and/or (z) the Security Trustee, as applicable, shall be instructed otherwise by more than 50% in aggregate principal amount of the Senior Secured Notes or by Extraordinary Resolution (provided that the voting threshold shall be more than 50% in aggregate principal amount of the Senior Secured Notes); and

(ii) inviting holders of the Senior Secured Notes to tender their Senior Secured Notes for repurchase in the form of a reverse Dutch auction, subject to a consideration cap of U.S.$30,000,000 (the "Available Consideration"), with an acceptable price range of U.S.$400 to U.S.$600 per U.S.$1,000 in principal amount (such Available Consideration excluding, for the avoidance of doubt, any accrued and unpaid interest) (the "Tender Offer"); and

Senior Unsecured Notes

(iii) the Proposals in respect of the Senior Unsecured Notes, being:

(a) deferring the rights of Senior Unsecured Noteholders to take direct action for the recovery and/or enforcement of the payment of principal on or after the due date expressed in the relevant Trust Deed;

(b) increasing the requisite threshold of Senior Unsecured Noteholders required to request in writing that their Trustee take enforcement action or pursue any remedy in respect of (i) non-payment of principal and (ii) the Event of Default specified in Section 01(9) of Schedule 9 to the relevant Trust Deed, in each case from "at least 25% in aggregate principal amount of the Notes" to "more than 50% in aggregate principal amount of the Notes";

(c) decreasing the interest rate of the Senior Unsecured Notes from 14.00% per annum to 2.00% per annum, effective from (and including) 30 June 2026 (and subject to the paragraph following immediately below) to be paid in cash;

(d) decreasing the default interest rate in respect of overdue principal to 0%;

(e) providing an option for the Issuer to elect to capitalise payments of interest on the Senior Unsecured Notes based on the working capital needs of the Group, provided that such election cannot be made in respect of two consecutive interest periods;

(f) agreeing to the Group providing, in respect of the Senior Unsecured Note Liabilities, the following security to and registered in favour of, the Security Trustee on behalf of the Secured Parties, including Senior Unsecured Noteholders:

(x) with effect from the Effective Date, second-ranking security in respect of the same assets that currently secure the Senior Secured Note Liabilities, excluding any assets currently securing the Senior Secured Note Liabilities which is governed by the laws of Kazakhstan; and

(y) within 60 days from the date that all Applicable Kazakh Restrictions cease to apply, second-ranking security over assets currently securing the Senior Secured Note Liabilities which is governed by the laws of Kazakhstan;

(g) retaining the carve-out to the Event of Default specified in Section 01(1) of Schedule 9 to the relevant Trust Deed in the event that any future interest payments are not capable of being made on account of such payment breaching any Sanctions (e.g., all requisite regulatory licence(s) not being in place at the time of payment), provided that, within 10 business days of the Issuer's determination in its reasonable opinion that it has obtained all requisite regulatory licence(s) or that payment of interest would not breach any Sanctions, the Issuer makes payment of interest to the person shown as the Noteholder in the Register at the close of business on the Clearing System Business Day before the date of such payment (and, for the avoidance of doubt, default interest shall accrue on overdue interest in these circumstances, but no deferral fees shall be applicable in these circumstances);

(h) including an Event of Default in Section 01 of Schedule 9 to the relevant Trust Deed in relation to the Group failing to make an application for extension of the production sharing agreement related to the Chinarevskoye oil and gas condensate field in North-Western Kazakhstan by 26 May 2030;

(i) instructing their Trustee via the SUN Extraordinary Resolution not to take enforcement action or pursue any remedy in respect of non-payment of principal in each case prior to the earliest to occur of:

(A) 1 January 2031;

(B) the occurrence of an Event of Default specified in Section 01(7) and/or Section 01(8) of Schedule 9 to the relevant Trust Deed; and

(C) such time as their Trustee shall be instructed otherwise by more than 50% in aggregate principal amount of the Senior Unsecured Notes or by Extraordinary Resolution (provided that the voting threshold shall be more than 50% in aggregate principal amount of the Senior Unsecured Notes);

(j) providing that the Warrants shall expire on the date that the Supplemental Warrant Instrument is entered into; and

(k) amending paragraph (j) of the definition Reserved Matter in Schedule 4 to the relevant Trust Deed such that "any arrangement that on maturity of the Notes, the Notes being repayable" shall become "to repay the Notes".

A member of the Group (currently expected to be Nostrum Oil & Gas B.V.) will launch the Tender Offer as soon as reasonably practicable after launch of the Consent Solicitation by inviting eligible holders of the Senior Secured Notes to tender their Senior Secured Notes for purchase pursuant to, and on the terms and subject to the conditions contained in the tender offer memorandum (the "Tender Offer Memorandum").

Neither the Consent Solicitation Memorandum nor this Notice contains all information in relation to the Tender Offer. Noteholders should read carefully the Tender Offer Memorandum in full (when available), as it will contain important information regarding the terms, conditions, risk factors and structure of the Tender Offer, which are not fully described in the Consent Solicitation Memorandum or the Notice, and any decision by an eligible holder to participate in the Tender Offer should be made only after careful consideration of all information contained in the Tender Offer Memorandum (when available).

The Issuer does not expect to be able to redeem the Notes at their principal amount on 30 June 2026 (which, for the avoidance of doubt, will constitute an Event of Default under the Notes). The Transaction is intended to provide the Group a stable platform while it contests the ongoing withholding tax cases in Kazakhstan and while the related Applicable Kazakh Restrictions subsist, and will allow the Group to assess broader strategic alternatives, including potential monetisation initiatives, refinancing options and the longer-term value of the Group's asset base. Following a successful resolution of these matters, the Group expects (but provides no assurance) that it would then seek to extend the maturity of the Notes as previously contemplated in the Parent's 30 March 2026 announcement. If the Transaction is not implemented, the directors of the Issuer (and other Group companies, including the Parent) would be forced to hold urgent discussions with the Ad Hoc Forum to assess alternative options that are available to the Group. Concurrently with such discussions, the directors of the Issuer (and other Group companies, including the Parent) would also need to evaluate whether they would need to file for insolvency in the relevant jurisdictions. If the directors of the Issuer (and other Group companies, including the Parent) were to determine that they would need to file for insolvency in the relevant jurisdictions, the recoveries for the Group's creditors are likely to be significantly below par, and may be less than the potential value of recovery outside of an insolvency process.

The directors of the Parent believe that the Transaction is in the best interests of the Group and its stakeholders as a whole (including the Noteholders).

Eligible Holders

The Consent Solicitation Memorandum is only issued to and directed at Eligible Holders for the purposes of the Consent Solicitation.

For these purposes:

"Accredited Investor" means an "accredited investor" within the meaning of Rule 501(a)(1), (2), (3), (7), (8), (9), (12) or (13) of Regulation D under the Securities Act of 1933, as amended.

"Eligible Holder" means each Noteholder:

(a) who is either (A) a Qualified Institutional Buyer and is acting for its own account or for the account of another Qualified Institutional Buyer; (B) an Accredited Investor and is acting for its own account or for the account of another Accredited Investor; or (C) located and resident outside the United States and not a U.S. person or acting for the account or benefit of a U.S. person;

(b) who is not a Sanctions Restricted Person; and

(c) who is a person who can lawfully participate in the Consent Solicitation.

"Qualified Institutional Buyer" means a "qualified institutional buyer" within the meaning of Rule 144A under the Securities Act of 1933, as amended.

"Sanctions Restricted Person" means an individual or entity (a "Person") that is, or is acting for, on behalf of or at the direction of:

(1) a Person that is (x) described or designated in: (A) the most current "Specially Designated Nationals and Blocked Persons" list (which as of the date hereof can be found at: https://www.treasury.gov/ofac/downloads/sdnlist.pdf); or (B) the Foreign Sanctions Evaders List (which as of the date hereof can be found at: http://www.treasury.gov/ofac/downloads/fse/fselist.pdf); or (C) the most current "Consolidated list of persons, groups and entities subject to EU financial sanctions" (which as of the date hereof can be found at: https://data.europa.eu/data/datasets/consolidated-list-of-persons-groups-and-entities-subject-to-eu-financial-sanctions?locale=en); or (D) the most current "UK Sanctions List" (which as of the date hereof can be found at: https://www.gov.uk/government/publications/the-uk-sanctions-list); (y) otherwise the subject or target of any economic, financial or trade sanctions administered or enforced by any Sanctions Authority ("Sanctions"), such as any Person it is prohibited to directly or indirectly engage in any transaction with under Council Regulation No.833/2014, other than solely by virtue of their inclusion in: (A) the most current "Sectoral Sanctions Identifications" list (which as of the date hereof can be found at: https://www.treasury.gov/ofac/downloads/ssi/ssilist.pdf) (the "SSI List"); (B) Annexes III, IV, V and VI of Council Regulation No.833/2014, as may be amended from time to time (the "EU Annexes"); or (C) any other list maintained by a Sanctions Authority, with similar effect to the SSI List or the EU Annexes; or (z) directly or indirectly, owned or controlled by any Person(s) described in paragraphs (x) and/or (y) such that the owned or controlled Person is itself subject to the same Sanctions as the Person(s) described in paragraphs (x) or (y);

(2) a Person that holds any direct or indirect interest (as defined by the relevant Sanctions) in the Notes through a Person described in paragraph (1), including a Person described in paragraph (1) who (i) is shown in the records of The Depository Trust Company (the "Clearing System") as a holder of the Notes or (ii) is a member or participant in the Clearing System; or

(3) a Person that holds any direct or indirect interest (as defined by the relevant Sanctions) in the Notes in which a Person described in paragraph (1) also has an interest (as defined by the relevant Sanctions).

"Sanctions Authority" means each of (a) the United States government; (b) the United Nations; (c) the European Union (or any of its member states); (d) the United Kingdom; (e) any other equivalent governmental or regulatory authority, institution or agency of any other jurisdiction applicable to the Issuer or Parent (excluding Russia) which administers economic, financial or trade sanctions; or (f) the respective governmental institutions and agencies of any of the foregoing including, without limitation, the Office of Foreign Assets Control of the U.S. Department of the Treasury, the United States Department of State, the United States Department of Commerce, the Foreign, Commonwealth & Development Office and His Majesty's Treasury.

Consent Conditions (Warrants)

The consummation of the modifications proposed to the Warrant Instrument by the Supplemental Warrant Instrument is conditional on each of the following conditions (together, the "Consent Conditions (Warrants)") being satisfied:

(i) the passing of the Warrant Resolution; and

(ii) the quorum required for, and the requisite majority of votes cast on the SUN Warrant Resolution at, the Senior Unsecured Noteholder Meeting (including any Senior Unsecured Noteholder adjourned Meeting) being satisfied by Eligible Holders, irrespective of any participation by Ineligible Holders (the "Eligibility Condition (Warrants)").

The Issuer anticipates that, promptly after the date the conditions in paragraphs (i) and (ii) above are satisfied, it will give notice to the parties to the Supplemental Warrant Instrument, and the Issuer and such parties will execute the Supplemental Warrant Instrument. The Supplemental Warrant Instrument will become effective, in accordance with its terms, on the date that it is executed.

Consent Conditions (General)

The consummation of the modifications proposed to the Notes and the Intercreditor Agreement is conditional on each of the following conditions (together, the "Consent Conditions (General)") being satisfied (or, in the case of paragraph (iii) below, waived in accordance with the terms set out herein and in the Consent Solicitation Memorandum):

(i) the passing of each Resolution;

(ii) the quorum required for, and the requisite majority of votes cast at, each Meeting (including any adjourned Meeting) being satisfied by Eligible Holders, irrespective of any participation by Ineligible Holders (the "Eligibility Condition (General)"); and

(iii) a member of the Group (currently expected to be Nostrum Oil & Gas B.V.) inviting eligible holders of the Senior Secured Notes to tender their Senior Secured Notes for repurchase in the form of a reverse Dutch auction, subject to a consideration cap of the Available Consideration, with an acceptable price range of U.S.$400 to U.S.$600 per U.S.$1,000 in principal amount (such Available Consideration excluding, for the avoidance of doubt, any accrued and unpaid interest), and the relevant member of the Group accepting (subject to scaling, as the case may be) Senior Secured Notes validly tendered pursuant to the Tender Offer.

The condition in paragraph (iii) above may be waived by the Issuer upon agreement by more than 50% of the aggregate outstanding principal amount of the Senior Secured Notes at the relevant time (such agreement to be verified by the Information and Tabulation Agent).

The Issuer anticipates that, promptly after the date the conditions in paragraphs (i) and (ii) above are satisfied, it will give notice to the parties to the Consent Documents (excluding the Supplemental Warrant Instrument and the New Shared Security Documents, and the Issuer and such parties will execute the Consent Documents (excluding the Supplemental Warrant Instrument and the New Shared Security Documents). However, such Consent Documents will not become effective, in accordance with their terms, unless and until the other Consent Conditions (General) are satisfied (or, as applicable, waived in accordance with the terms set out herein and in the Consent Solicitation Memorandum). The Issuer anticipates that the New Shared Security Documents (other than those governed by the laws of Kazakhstan) will be executed on the Effective Date. The New Shared Security Documents governed by the laws of Kazakhstan will be executed within 60 days from the date that all Applicable Kazakh Restrictions cease to apply. The New Shared Security Documents will become effective, subject to registration and/or notification requirements to be satisfied, in accordance with their terms, on the date that they are executed.

Consent Fees

Subject to the passing of each Resolution, the satisfaction of each Eligibility Condition (General) and satisfaction (or, as applicable, waiver in accordance with the terms set out herein) of the Consent Conditions (General), each Noteholder who submits a valid Consent Instruction voting in favour of each relevant Resolution (and who has not validly revoked their Consent Instruction in the limited circumstances in which revocation is permitted) that is received by the Information and Tabulation Agent:

(i) on or prior to the Early Consent Deadline will be eligible to receive the following early consent fees (the "Early Consent Fees"):

(a) U.S.$5.00 per U.S.$1,000 in principal amount of Senior Secured Notes; and

(b) U.S.$2.50 per U.S.$1,000 in principal amount of Senior Unsecured Notes; and

(ii) after the Early Consent Deadline but on or prior to the Expiration Deadline will be eligible to receive the following late consent fees (the "Late Consent Fees", and together with the Early Consent Fees, the "Consent Fees"):

(a) U.S.$2.50 per U.S.$1,000 in principal amount of Senior Secured Notes; and

(b) U.S.$1.25 per U.S.$1,000 in principal amount of Senior Unsecured Notes,

in each case, which are validly voted in favour of each relevant Resolution and which, in the case of the Senior Secured Notes, are not bought back by the relevant member of the Group pursuant to the Tender Offer.

Payment of any applicable Consent Fee will be made on the Consent Solicitation Settlement Date.

A Noteholder who is a Sanctions Restricted Person will not be permitted to submit a Consent Instruction and will not be eligible to receive any monetary amount in respect of any Consent Fee or any other amount payable under the Consent Solicitation.

Consent Instructions

A "Consent Instruction" is delivered via the delivery of a Form of Proxy to the Information and Tabulation Agent in accordance with the terms set out herein.

By delivering a Consent Instruction to the Information and Tabulation Agent prior to the Expiration Deadline, each Noteholder (via its Direct Participant) will appoint one or more representatives of the Information and Tabulation Agent as its proxy to attend the relevant Meeting (and any relevant adjourned Meeting) on its behalf and to vote in the manner specified or identified in such Consent Instruction in respect of the Resolutions in respect of all of the Notes in its account in the Clearing System and set forth in its Form of Proxy. Noteholders are therefore not required to attend any Meeting or any adjourned Meeting in order to vote, and the Information and Tabulation Agent will vote on their behalf in accordance with the Consent Instructions.

See "Procedures for Voting" in the Consent Solicitation Memorandum for further information.

Amendment, Extension and Termination

The Issuer may, subject to applicable laws and the meeting provisions, in its sole discretion (i) terminate and/or withdraw the Consent Solicitation at any time and not implement the Proposals pursuant to the Consent Solicitation (even if all conditions are satisfied) and (ii) otherwise amend, modify or extend the Consent Solicitation (other than the terms of the Resolutions) in any respect.

Details of any such amendment, modification, extension, termination and/or withdrawal shall be announced as soon as reasonably practicable after the relevant decision has been made by the Issuer.

See "Amendment, Extension and Termination" in the Consent Solicitation Memorandum for further information.

Indicative Timetable

The following table sets forth the expected dates and times of the key events relating to the Consent Solicitation and the Tender Offer. The dates and times below are indicative only. The below times and dates as they relate to the Consent Solicitation are subject to the right of the Issuer, in its sole discretion, to amend, extend and/or terminate the Consent Solicitation at any time (subject to applicable law and save as set out in the Consent Solicitation Memorandum) and as they relate to the Tender Offer are subject to the right of the Issuer, in its sole discretion, to amend, extend, and/or terminate the Tender Offer at any time (subject to applicable law and save as set out in the Tender Offer Memorandum). Accordingly, the actual timetable may differ significantly from the indicative timetable below.

Unless stated otherwise, announcements will be made by the Issuer to all relevant stock exchanges and delivered to the Clearing System for communication to Direct Participants. Copies of the announcements will also be made available to Eligible Holders upon request from the Information and Tabulation Agent from the date that they are available until the Consent Solicitation Settlement Date.

Noteholders are advised to check with any bank, securities broker or other intermediary through which they hold Notes when such intermediary would require to receive instructions from a Noteholder in order for that Noteholder to be able to participate in the Consent Solicitation before the deadlines specified above and in the Consent Solicitation Memorandum. The deadlines set by any such intermediary and the Clearing System for the submission of Consent Instructions may be earlier than the relevant deadlines specified above and in the Consent Solicitation Memorandum.

If the requisite quorum is not present at the Meeting within 15 minutes of the time appointed for the Meeting, the Meeting will be adjourned for a period of not less than 7 nor more than 42 days to such time and place as the Chairman of the Meeting may appoint, and approved by the Trustee and, in respect of the Senior Unsecured Notes, approved by the Warrant Trustee.

Contact Information

Requests for copies of this announcement, the Consent Solicitation Memorandum or related documents and questions relating to the procedures for voting in respect of the Resolutions should be directed to:

INFORMATION AND TABULATION AGENT

GLAS Trust Company LLC

3 Second Street, Suite 206Jersey City, New Jersey 07311United States

Email: nostrum@glas.agency

Dated: 26 June 2026

DISCLAIMER

This announcement must be read in conjunction with the Consent Solicitation Memorandum. This announcement, the Consent Solicitation Memorandum and the Notices of Meeting contain important information which each holder of the Notes should read carefully before making a decision with respect to the Proposals. If you are in any doubt as to the action you should take, you are recommended to seek your own financial and legal advice regarding the consequences (financial, legal, tax or otherwise) of the Consent Solicitation immediately from your stockbroker, bank manager, solicitor, accountant or other independent financial, legal or tax adviser. Any individual or company whose Notes are held on its behalf by a broker, dealer, bank, custodian, trust company or other nominee or intermediary must contact such entity immediately if they wish to participate in the Consent Solicitation.

Each Noteholder is solely responsible for making its own independent appraisal of all matters as such Noteholder deems appropriate to make its own decision whether or not to participate in the Consent Solicitation.

In accordance with normal practice, none of the Trustee, the Security Trustee, the Warrant Trustee, the Information and Tabulation Agent or the Registrar, nor any of their respective directors, officers, employees, agents or affiliates expresses any opinion on the merits of, makes any representation or recommendation whatsoever regarding, or shall be liable for, the Proposals, the Resolutions, the Consent Solicitation or the Consent Solicitation Memorandum. None of the Trustee, the Security Trustee, the Warrant Trustee, the Information and Tabulation Agent or the Registrar, nor any of their respective directors, officers, employees, agents or affiliates have been involved in formulating the Proposals, the Resolutions, the Consent Solicitation or the Consent Solicitation Memorandum and makes no representation or warranty with respect to the accuracy, validity, correctness or completeness of the Consent Solicitation Memorandum or any other documents proposed in connection therewith.

Before making a decision with respect to the Proposal, Noteholders should carefully consider all of the information in the Consent Solicitation Memorandum and, in particular, the risk factors described in the section entitled "Risk Factors and Other Considerations" in the Consent Solicitation Memorandum.