IMPORTANT NOTICE

NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES OF AMERICA, ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA (THE “UNITED STATES”) OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES OR IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DO SO.

THIS EXCHANGE OFFER (AS DEFINED IN THE EXCHANGE OFFER MEMORANDUM) IS AVAILABLE ONLY TO INVESTORS WHO ARE NOT U.S. PERSONS (AS DEFINED BELOW) AND ARE OUTSIDE THE UNITED STATES.

You must read the following disclaimer before continuing. The following disclaimer applies to the attached exchange offer memorandum (the “Exchange Offer Memorandum”) and you are, therefore, advised to read this disclaimer page carefully before reading, accessing or making any other use of the attached Exchange Offer Memorandum. In accessing the attached Exchange Offer 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 us as a result of such access.

NOTHING IN THE ATTACHED EXCHANGE OFFER MEMORANDUM OR ANY DISTRIBUTION THEREOF CONSTITUTES AN OFFER OF SECURITIES FOR SALE IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO DO SO. THE EXISTING NOTES (AS DEFINED IN THE EXCHANGE OFFER MEMORANDUM) AND THE NEW NOTES (AS DEFINED IN THE EXCHANGE OFFER MEMORANDUM) (TOGETHER WITH THE EXISTING NOTES, THE “SECURITIES”) HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR OTHER JURISDICTIONS, AND THE SECURITIES MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS (AS DEFINED IN REGULATION S UNDER THE SECURITIES ACT), EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND APPLICABLE LAWS OF OTHER JURISDICTIONS.

THE ATTACHED EXCHANGE OFFER 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 THIS DOCUMENT IN WHOLE OR IN PART IS UNAUTHORIZED. FAILURE TO COMPLY WITH THIS DIRECTIVE MAY RESULT IN A VIOLATION OF THE SECURITIES ACT OR THE APPLICABLE LAWS OF OTHER JURISDICTIONS.

MiFID II Product Governance / Professional Investors and Eligible Counterparties (ECPs) Only Target Market. Solely for the purposes of each manufacturer’s product approval process, the target market assessment in respect of the New Notes has led to the conclusion that: (i) the target market for the New Notes is professional clients only, each as defined in Directive 2014/65/EU (as amended, “MiFID II”); and (ii) all channels for distribution of the New Notes to eligible counterparties and professional clients are appropriate. Any person subsequently offering, selling or recommending the New Notes (a “distributor”) should take into consideration the manufacturers' target market assessment; however, a distributor subject to MiFID II is responsible for undertaking its own target market assessment in respect of the New Notes (by either adopting or refining the manufacturers' target market assessment) and determining appropriate distribution channels.

PRIIPs Regulation/Prohibition of Sales To EEA Retail Investors. The New Notes have not been and will not be registered under the laws of any member state of the European Economic Area. The Exchange Offer will be made, and the New Notes will be issued, only to persons other than retail investors in the European Economic Area, each defined as a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of MiFID II; or (ii) a customer within the meaning of Directive 2002/92/EC (as amended, the “Insurance Mediation Directive”), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in Directive 2003/71/EC (as amended, the “Prospectus Directive”). No key information document required by Regulation (EU) No 1286/2014 (the “PRIIPs Regulation”) for offering or selling the New Notes or otherwise making them available to retail investors in the European Economic Area (“EEA”) has been prepared. Offering or selling the New Notes or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPs Regulation.

You are reminded that the attached Exchange Offer Memorandum has been delivered to you on the basis that you are a person into whose possession the attached Exchange Offer Memorandum may be lawfully delivered in accordance with the laws of the jurisdiction in which you are located and you may not, nor are you authorized to, deliver the attached Exchange Offer Memorandum to any other person. You will not transmit the attached Exchange Offer Memorandum (or any copy of it or part thereof) or disclose, whether orally or in writing, any of its contents to any other person except with the consent of the Offeror (as defined in the Exchange Offer Memorandum). The materials relating to the Exchange Offer (as defined in the Exchange Offer Memorandum) do not constitute, and may not be used in connection with, an offer in any place where offers are not permitted by law.

The attached Exchange Offer Memorandum has been sent to you in an electronic form. You are reminded that documents transmitted via this medium may be altered or changed during the process of electronic transmission; you are responsible for protecting against viruses and other destructive items. Your receipt and use of this electronic transmission is at your own risk and it is your responsibility to take precautions to ensure that this electronic transmission is free from viruses and other items of a destructive nature. As a consequence of the above, none of the Offeror, the Trustee (as defined in the Exchange Offer Memorandum), any person who controls them, any director, officer, employee or agent of them or any affiliate of any such person accepts any liability or responsibility whatsoever in respect of any difference between the attached Exchange Offer Memorandum distributed to prospective investors in electronic format and the hard copy version available to prospective investors on request from D.F. King, in its capacity as Information and Exchange Agent (as defined in the Exchange Offer Memorandum).

NONE OF THE ATTACHED EXCHANGE OFFER MEMORANDUM OR ANY RELATED DOCUMENT HAS BEEN FILED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION, OR FILED WITH OR REVIEWED BY ANY U.S. STATE SECURITIES COMMISSION OR ANY OTHER REGULATORY AUTHORITY OF ANY COUNTRY. NO AUTHORITY HAS PASSED UPON THE ACCURACY OR ADEQUACY OF ANY SUCH DOCUMENTS AND IT IS UNLAWFUL AND A CRIMINAL OFFENSE TO MAKE ANY REPRESENTATION TO THE CONTRARY.

The distribution of the attached Exchange Offer Memorandum in certain jurisdictions may be restricted by law. Persons into whose possession the attached Exchange Offer Memorandum comes are required by the Offeror and the Information and Exchange Agent to inform themselves about, and to observe, any such restrictions.