Castilla Finance DAC: Conditional Payments

Dublin 1 (pta013/06.08.2024/09:49 UTC+2)

NOTICE TO THE HOLDERS OF THE

EUR 240,000,000 SENIOR NOTES DUE 2025 (ISIN: XS1382379409) AND

EUR 32,727,273 MEZZANINE NOTES DUE 2025 (ISIN: XS2110110090)

(TOGETHER THE "NOTES")

ISSUED BY CASTILLA FINANCE DAC (THE "ISSUER")

THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF NOTEHOLDERS. THIS NOTICE CONTAINS IMPORTANT INFORMATION THAT IS OF INTEREST TO THE REGISTERED AND BENEFICIAL OWNERS OF THE NOTES. IF APPLICABLE, ALL DEPOSITORIES, CUSTODIANS AND OTHER INTERMEDIARIES RECEIVING THIS NOTICE ARE REQUIRED TO EXPEDITE TRANSMISSION HEREOF TO BENEFICIAL OWNERS OF THE NOTES IN A TIMELY MANNER. IF BENEFICIAL OWNERS OF THE NOTES ARE IN ANY DOUBT AS TO THE MATTERS REFERRED TO IN THIS NOTICE, THEY SHOULD CONSULT THEIR STOCKBROKER, LAWYER, ACCOUNTANT OR OTHER PROFESSIONAL ADVISER WITHOUT DELAY.

IF YOU HAVE RECENTLY SOLD OR OTHERWISE TRANSFERRED YOUR ENTIRE HOLDING(S) OF NOTES, YOU SHOULD IMMEDIATELY FORWARD THIS NOTICE TO THE PURCHASER OR TRANSFEREE OR TO THE STOCKBROKER, BANK OR OTHER AGENT THROUGH WHOM THE SALE OR TRANSFER WAS EFFECTED FOR TRANSMISSION TO THE PURCHASER OR TRANSFEREE.

We refer to the Terms and Conditions of the Notes and adopt the definitions set out therein.

Conditional Payments

Pursuant to Extraordinary Resolutions passed by the Noteholders on 31 July 2024, the Issuer executed a letter agreement on that date (the "Letter"), approving, amongst other matters, the following payments which are subject to certain conditions contained in the Letter:

(i) a payment of €10,000,000 to be applied as Partial Redemption Amounts in redemption of the Senior Notes on or about 5 August 2024; and

(ii) an extraordinary payment of Additional Remuneration of an amount equal to €1,250,000 to the Seller, to be made on or about 1 August 2024

Contact details

For queries relating to the above please contact: ireland@wilmingtontrust.com

This Notice is issued by: Castilla Finance Designated Activity Company on 6 August 2024.

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