Amendment and Extension of Unsecured Loan Notes

EPE Special Opportunities Limited

14 July 2026

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO, OR TO ANY PERSON LOCATED OR RESIDENT IN, ANY JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT OR THE OFFER TO PURCHASE.

EPE Special Opportunities Ltd

Amendment and Extension of Unsecured Loan Notes and Proposed Further Issue

EPE Special Opportunities Ltd ("ESO") announces that:

i.    it has invited holders of its existing 8.5% Unsecured Loan Notes due 2026 (ISIN: GB00BF0XD821) (the "Notes") to consider and, if thought fit, approve certain amendments to the Notes and the Loan Note Instrument dated 23 July 2015 (as amended and/or supplemented) (the "Instrument") constituting the Notes including to extend the tenor of the Notes to 31 July 2030, amend the early redemption provisions, introduce put options in favour of the Noteholders, increase the instrument capacity and amend the covenant testing dates.

The proposed amendments include:

a)   Revised Maturity Date: 31 July 2030.

b)   Interest Rate: 8.5% per annum.

c)   Early Redemption (Company): The Company may redeem up to 25% of the aggregate principal amount of Notes on or after 31 July 2028 and up to 50% on or after 31 July 2029 (in each case at par, on a pro rata basis, on not less than 30 days' notice).

d)   Put Option: Each Noteholder may require ESO to redeem all of the Notes held by such Noteholder at par (together with accrued interest) on 31 July 2029, by delivering a put notice no later than 31 October 2028.

e)   Special Redemption: Each Noteholder may require ESO to redeem all of the Notes held by such Noteholder at par (together with accrued interest) on 31 July 2026, by delivering a written notice not less than two Business Days prior to such date.

f)    Instrument Capacity: increased from £10,000,000 to £15,000,000.

g)   Covenant Testing: Financial covenant testing dates amended to 31 January and 31 July of each year (biannual), commencing 31 January 2027.

The proposed modifications require the approval of an Extraordinary Resolution of the holders of the Notes (being not less than 75 per cent. of the principal amount of the outstanding Notes). Full details of the proposed amendments and the consent solicitation process have been communicated directly to Noteholders; and

ii.    subject to completion of the consent solicitation described in (i) above, it intends to issue additional unsecured loan notes (the "New Notes") pursuant to Clause 2.5 of the Instrument. The New Notes will rank pari passu in all respects with the existing Notes (amended as proposed) constituted by the Instrument and, if issued, shall be consolidated with such existing Notes. The New Notes may be issued in exchange for cash and/or ordinary shares in ESO, as may be agreed on a bilateral basis between ESO and the relevant investor, with any shares to be valued at market price or at a premium thereto. ESO intends to use the proceeds of the New Notes to fund any redemptions of the Notes under the Special Redemption, fund the redemption of the zero dividend preference shares in December 2026, and for investment activities.

A further announcement will be made in due course regarding the outcome of the consent solicitation and any further issue of notes.

Enquiries:

EPIC Investment Partners LLP	+44 (0) 207 269 8860 Rupert Palmer
Langham Hall Fund Management (Jersey) Limited	+44 (0) 153 488 5200 Amanda Robinson
Cardew Group Limited	+44 (0) 207 930 0777 Richard Spiegelberg
Deutsche Numis	+44 (0) 207 260 1000
Nominated Advisor:	Stuart Skinner
Corporate Broker:	Charles Farquhar

DISCLAIMER

This announcement is for informational purposes only, and is not a solicitation of consent with respect to Notes and does not constitute an invitation to participate in any solicitation 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 this announcement in certain jurisdictions may be restricted by law. Persons into whose possession this announcement comes are required to inform themselves about, and to observe, any such restrictions.

This announcement is directed only at persons who (i) have professional experience in matters relating to investments (being investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended, the "Financial Promotion Order")), (ii) fall within Article 49(2)(a) to (d) ("high net worth companies, unincorporated associations etc.") of the Financial Promotion Order, (iii) fall within Article 43 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 (the "FSMA")) may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as "relevant persons"). The investment or investment activity to which this announcement relates is only available to and will only be engaged in with relevant persons and persons who receive this announcement who are not relevant persons should not rely or act upon it.

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