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Kapla Holding S.A.S. - Tender Offer - Launch

Kapla Holding S.A.S. offers to purchase for cash its outstanding Senior Secured Floating Rate Notes due 2027 - XS2463546007

19 JANUARY 2024


Full announcement including disclaimers and offer/distribution restrictions available via Luxse


January 19, 2024. Kapla Holding S.A.S. (the “Offeror”) announced today that it has commenced an offer to Eligible Holders (as defined below) of its issued and outstanding Senior Secured Floating Rate Notes due 2027 (ISIN: XS2463546007) (the “Existing 2027 Notes”) to tender (the “Tender Offer”) for purchase for cash their Existing 2027 Notes up to a Maximum Acceptance Amount, subject to the conditions set out in the tender offer memorandum dated January 19, 2024 (the “Tender Offer Memorandum”).


Consummation of the Tender Offer will be conditioned upon the satisfaction of certain conditions, including, without limitation, the successful completion (in the sole determination of the Offeror) of the issue of the Exchange Notes and New Money Notes (in each case as defined below) in a combined aggregate amount of at least €250,000,000 (the “New Financing Condition”) and the other conditions set out in the Tender Offer Memorandum. Subject to applicable law, the Company reserves the right, in its sole discretion, to waive any and all conditions to the Tender Offer. There can be no assurance that the Offeror will be able to satisfy the New Financing Condition or the other conditions set out in the Tender Offer Memorandum."


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