Bonitron Designated Activity Company announces offer to purchase any and all of its U.S.$300,000,000 9.000 per cent. Loan Participation Notes due 2025

28 July 2022

Bonitron Designated Activity Company (the «Offeror») has today invited holders of its U.S.$300,000,000 9.000 per cent. Loan Participation Notes due 2025 (the «Notes»), issued for the sole purpose of financing a loan to Eurotorg LLC (the «Borrower»), to tender any and all of their Notes for purchase by the Offeror for cash (the «Offer»).

The Offer is being made on the terms and subject to the conditions contained in the offer to purchase dated 28 July 2022 (the «Offer to Purchase»). Capitalised terms used in this announcement but not otherwise defined have the meanings given to them in the Offer to Purchase.

The following table summarizes the material pricing terms for the Offer:

[1] Notes that have been cancelled or are currently held by or on behalf of the Borrower are not considered “outstanding” for purposes of this table.
[2] Payable only for Notes validly tendered prior to the Early Tender Deadline and accepted by the Offeror.
[3] Includes the Early Tender Payment.

Noteholders who submit or deliver Tender Instructions at or prior to 5:00 P.M. (NYC) on 10 August 2022 (the «Early Tender Deadline»), shall be eligible to receive the Total Consideration for the principal amount of the Notes which are the subject of the Tender Instructions, subject to acceptance by the Offeror of such Notes for purchase.

Noteholders who submit or deliver Tender Instructions (and do not subsequently withdraw such instructions) after the Early Tender Deadline, but at or prior to 11:59 P.M. (NYC) on 25 August 2022 (the «Expiration Deadline»), shall be eligible to receive the Tender Offer Consideration for the amount of the Notes which are the subject of the Tender Instructions, subject to acceptance by the Offeror of such Notes for purchase.

The other details of the Offer, including the timeline is available in the launch announcement by the following link and the Tender Offer to Purchase is available via the Tender agent.

This announcement is released by Bonitron Designated Activity Company and contains information that qualified or may have qualified as inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 (the «MAR»), encompassing information relating to the Offer described above. For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055, this announcement is made by the Directors of Bonitron Designated Activity Company.

For further details, please, contact Eurotorg's Department of Investor Relations by e-mail ir@eurotorg.by.