International Distributions Services Plc. - Tender Offer - Launch

International Distributions Services plc Announces Cash Tender Offer for its €500,000,000 2.375 per cent. Guaranteed Notes due 2024

01 SEPTEMBER 2023

Full announcement including disclaimers and offer restrictions available via Lonse

"1 September 2023. International Distributions Services plc (the Offeror) announces today an invitation to holders of its outstanding €500,000,000 2.375 per cent. Guaranteed Notes due 2024 (ISIN: XS1091654761) (the Notes) to tender any and all such Notes for purchase by the Offeror for cash (such invitation, the Offer), subject to the satisfaction or waiver of the New Issue Condition (as defined below).

The Offer is being made on the terms and subject to the conditions (including, but not limited to, the New Issue Condition) contained in the tender offer memorandum dated 1 September 2023 (the Tender Offer Memorandum) prepared by the Offeror in connection with the Offer, and is subject to the offer restrictions set out below, as more fully described in the Tender Offer Memorandum. For detailed terms of the Offer, please refer to the Tender Offer Memorandum, copies of which are (subject to distribution restrictions) available from the Tender Agent as set out below. Capitalised terms used but not otherwise defined in this announcement shall have the meanings given to them in the Tender Offer Memorandum.

Summary of the Offer

A summary of certain of the terms of the Offer appears below:

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Rationale for the Offer

The purpose of the Offer is to optimise the capital structure and debt profile of the Offeror and its subsidiaries and affiliates (together, the Group).

Concurrently with the announcement of the Offer, the Offeror has also announced its intention to issue a series of new euro denominated fixed rate notes and a potential series of new sterling denominated fixed rate notes (the New Notes), each to be guaranteed by the Guarantor, subject to market conditions. The Offeror intends that the net proceeds of the issue(s) of the New Notes will be used by the Group for its general corporate purposes, including to refinance the Notes (as further described in the relevant Preliminary Prospectus (as defined below)).

The issue(s) of the New Notes and the Offer are intended to extend the Group's debt maturity profile and reduce the debt refinancing risk of the Group and so optimise the capital structure of the Group. Notes purchased by the Offeror pursuant to the Offer are expected to be cancelled and will not be re-issued or re-sold."

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