Disclaimer

NOT FOR DISTRIBUTION TO ANY PERSON LOCATED OR RESIDENT IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS DOCUMENT. THIS OFFER AND CONSENT SOLICITATION IS AVAILABLE ONLY TO INVESTORS WHO ARE NOT U.S. PERSONS AND ARE OUTSIDE THE UNITED STATES.

IMPORTANT: You must read the following disclaimer before continuing. The following disclaimer applies to the attached Offer to Purchase and Consent Solicitation Memorandum dated [October 10], 2022 (the “Offer to Purchase and Consent Solicitation Memorandum”), whether received by e-mail or otherwise received as a result of electronic communication, and you are therefore advised to read this disclaimer page carefully before reading, accessing (including through the website of any stock exchange or any other website on which the Offer to Purchase and Consent Solicitation Memorandum may be made available) or making any other use of the Offer to Purchase and Consent Solicitation Memorandum. In accessing the Offer to Purchase and Consent Solicitation Memorandum, you agree to be bound by the following terms and conditions, including any modifications to them from time to time, each time you receive any information from UBS AG Singapore Branch (the “Sole Dealer Manager and Solicitation Agent”) or Morrow Sodali Limited as the tabulation, tender and information Agent (the “Tabulation, Tender and Information Agent”) as a result of such access.

THE OFFER TO PURCHASE AND CONSENT SOLICITATION MEMORANDUM MAY NOT BE FORWARDED OR DISTRIBUTED TO ANY OTHER PERSON AND MAY NOT BE REPRODUCED IN ANY MANNER WHATSOEVER. ANY FORWARDING, DISTRIBUTION OR REPRODUCTION OF THE OFFER TO PURCHASE AND CONSENT SOLICITATION MEMORANDUM IN WHOLE OR IN PART IS UNAUTHORIZED.

Confirmation of Your Representation: In order to be eligible to view the Offer to Purchase and Consent Solicitation Memorandum or make an investment decision with respect to the Offer and the Consent Solicitation (each as defined herein), you must be or be acting for the account or benefit of a non-U.S. person (as defined in Regulation S under the U.S. Securities Act of 1933, as amended (the “Securities Act”) outside the United States and otherwise able to participate lawfully in the Company’s offer to purchase for cash its outstanding senior secured notes due 2024 (ISIN: XS2238946581; Common Code: 223894658) (the “Notes”) on the terms and subject to the conditions set out in the Offer to Purchase and Consent Solicitation Memorandum. The Offer to Purchase and Consent Solicitation Memorandum was sent at your request and by accessing the Offer to Purchase and Consent Solicitation Memorandum you shall be deemed to have represented to the Company, the Sole Dealer Manager and Solicitation Agent, the Tabulation, Tender and Information Agent and the Trustee that:

1. you are a holder or a beneficial owner of the Notes;
2. the electronic mail address that you have given to us and to which this Offer to Purchase and Consent Solicitation Memorandum has been delivered is not located in the United States;
3. you are or are acting for the account or benefit of a non-U.S. person (as defined in Regulation S under the Securities Act);
4. neither you nor any beneficial owner of the Notes nor any other person on whose behalf you are acting, either directly or indirectly, is located or resident in the United States;
5. you are a person to whom it is lawful to send the Offer to Purchase and Consent Solicitation Memorandum or to make an invitation to participate in the Offer and/or Consent Solicitation (as defined in the Offer to Purchase and Consent Solicitation Memorandum), as the case may be, under applicable laws;
6. you consent to delivery of the Offer to Purchase and Consent Solicitation Memorandum by electronic transmission; and
7. you are not resident or located in the United Kingdom or, if you are resident or located in the United Kingdom, you are (i) an investment professional within the meaning of Article 19(5) or a person falling within Article 43 of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005; or (ii) a person to whom the Offer to Purchase and Consent Solicitation Memorandum for the purposes of Section 21 of the Financial Services and Markets Act 2000 can otherwise lawfully be communicated.

The Offer to Purchase and Consent Solicitation Memorandum has been sent to you in electronic form. You are reminded that documents transmitted via this medium may be altered or changed during the process of transmission and consequently none of the Company, the Subsidiary Guarantors, the Sole Dealer Manager and Solicitation Agent, the Trustee or the Tabulation, Tender and Information Agent or any person who controls, or is a director, officer, employee, agent or affiliate of, any such person accepts any liability or responsibility whatsoever in respect of any difference between the Offer to Purchase and Consent Solicitation Memorandum distributed to you in electronic form and the hard copy version available to you on request from the Sole Dealer Manager and Solicitation Agent or the Tabulation, Tender and Information Agent.

You are reminded that the Offer to Purchase and Consent Solicitation Memorandum has been sent to you on the basis that you are a person into whose possession the Offer to Purchase and Consent Solicitation Memorandum may be lawfully delivered in accordance with the laws of the jurisdiction in which you are resident and/or located and you may not, nor are you authorized to, deliver the Offer to Purchase and Consent Solicitation Memorandum to any other person. If you have recently sold or otherwise transferred your entire holding(s) of the Notes, you should immediately return the Offer to Purchase and Consent Solicitation Memorandum to the bank or other agent from whom you received it. The Offer to Purchase and Consent Solicitation Memorandum should not be distributed, published or reproduced (in whole or in part) or disclosed to any other persons and is, and its contents are, confidential.

Restrictions: Nothing in this electronic transmission constitutes an offer of securities for sale in the United States or any other jurisdiction.

The attached Offer to Purchase and Consent Solicitation Memorandum does not constitute an invitation to participate in the Offer and/or the Consent Solicitation, as the case may be, described hereby in or from any jurisdiction in or from which, or to or from any person to or from whom, it is unlawful to make such invitation under applicable securities laws. The distribution of the Offer to Purchase and Consent Solicitation Memorandum in certain jurisdictions may be restricted by law. Persons into whose possession the Offer to Purchase and Consent Solicitation Memorandum comes are required by the Company, the Subsidiary Guarantors, the Sole Dealer Manager and Solicitation Agent and the Tabulation, Tender and Information Agent to inform themselves about, and to observe, any such restrictions. If you are in any doubt as to the contents of the attached document or the action you should take, you are recommended to seek your own advice immediately from your stockbroker, bank manager, accountant, tax advisor or independent financial advisor.

This Offer to Purchase and Consent Solicitation Memorandum is for distribution only to persons who (i) are Eligible Holders (as defined herein) of the Notes and therefore fall within Article 43 of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended, the “Financial Promotion Order”); (ii) are investment professionals within the meaning of Article 19(5) of the Financial Promotion Order; (iii) are persons falling within Article 49(2)(a) to (d) (“high net worth companies, unincorporated associations etc.”) of the Financial Promotion Order; (iv) are outside the United Kingdom; or (v) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of Section 21 of the Financial Services and Markets Act 2000) in connection with the issue or sale of any securities may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as “relevant persons”). This Offer to Purchase and Consent Solicitation Memorandum is directed only at relevant persons and must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this Offer to Purchase and Consent Solicitation Memorandum relates is available only to relevant persons and will be engaged in only with relevant persons.

NONE OF THIS OFFER TO PURCHASE AND CONSENT SOLICITATION MEMORANDUM OR ANY RELATED DOCUMENT HAS BEEN FILED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION, NOR HAS ANY SUCH DOCUMENT BEEN FILED WITH OR REVIEWED BY ANY U.S. STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY OF ANY COUNTRY. NO AUTHORITY HAS PASSED UPON THE ACCURACY OR ADEQUACY OF THE ATTACHED STATEMENT OR ANY RELATED DOCUMENTS, AND IT IS UNLAWFUL AND IS A CRIMINAL OFFENSE TO MAKE ANY REPRESENTATION TO THE CONTRARY.

You are responsible for protecting against viruses and other destructive items: Your receipt of this electronic transmission is at your own risk and it is your responsibility to take precautions to ensure that it is free from viruses and other items of a destructive nature.