10.08.2022

BONITRON DESIGNATED ACTIVITY COMPANY ANNOUNCES EXTENSION OF THE EARLY TENDER DEADLINE AND THE EXPIRATION DEADLINE

10 August 2022

On 28 July 2022, Bonitron Designated Activity Company (the «Offeror») 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.

Extension of the Early Tender Deadline and the Expiration Deadline

Pursuant to the Offer to Purchase, the Offeror may, in its sole discretion (acting jointly with the Borrower), extend, amend, waive any condition of or terminate the Offer at any time (subject to applicable law and as provided in the Offer to Purchase).

Notice is hereby given that the Offeror (acting jointly with the Borrower) amends the Offer by:

    (i) extending the original Early Tender Deadline of 5:00 p.m. (NYC time) on 10 August 2022 (the «Original Early Tender Deadline») to 5:00 p.m. (NYC time) on 19 August 2022 (the «Extended Early Tender Deadline»):

    (ii) extending the original Withdrawal Deadline of 5:00 p.m. (NYC time) on 10 August 2022 to 5:00 p.m. (NYC time) on 19 August 2022;

    (iii) moving the expected Early Settlement Date to 24 August 2022;

    (iv) extending the original Expiration Deadline of 11:59 p.m. (NYC time) on 25 August 2022 (the «Original Expiration Deadline») to 11:59 p.m. (NYC time) on 7 September 2022 (the «Extended Expiration Deadline»);

    (v) moving the expected Final Settlement Date to 12 September 2022.

Accordingly, Noteholders who validly tender their Notes at or prior to the Extended Early Tender Deadline, shall be eligible to receive the Total Consideration of U.S.$550 per U.S.$1,000 in principal amount of the Notes (which is inclusive of the Early Tender Payment of U.S.$30 per U.S.$1,000 in principal amount of the Notes) and the Accrued Interest Payment, subject to acceptance by the Offeror (acting jointly with the Borrower) of such Notes for purchase.

Payment for the Notes validly tendered by the Noteholders at or prior to the Extended Early Tender Deadline and accepted for purchase by the Offeror (acting jointly with the Borrower) will be made on or about 24 August 2022, subject to the right of the Offeror, in its sole discretion (acting jointly with the Borrower), to extend, amend, waive any condition of or terminate the Offer at any time (subject to applicable law and as provided in the Offer to Purchase).

The Offer will expire on the Extended Expiration Deadline. Noteholders who validly tender their Notes after the Extended Early Tender Deadline but at or prior to the Extended Expiration Deadline, shall be eligible to receive the Tender Offer Consideration of U.S.$520 per U.S.$1,000 in principal amount of the Notes and the Accrued Interest Payment, subject to acceptance by the Offeror (acting jointly with the Borrower) of such Notes for purchase.

Payment for the Notes validly tendered by the Noteholders after the Extended Early Tender Deadline but at or prior to the Extended Expiration Deadline and accepted for purchase by the Offeror (acting jointly with the Borrower) will be made on or about 12 September 2022, subject to the right of the Offeror, in its sole discretion (acting jointly with the Borrower), to extend, amend, waive any condition of or terminate the Offer at any time (subject to applicable law and as provided in the Offer to Purchase).

For further details, please, contact the Tender Agent or the Borrower.

The Tender Agent

i2 Capital Markets Ltd
info@i2capmark.com
+ 44 203 633 1212
Tender Website: https://i2capmark.com/event-details/67/Holder/bonitron-designated-activity-company.

The Borrower

Eurotorg LLC
ir@eurotorg.by
+375 44 788 85 00

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