Eversholt Funding PLC
11 August 2026
THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED OR MAY HAVE QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7(1) OF THE MARKET ABUSE REGULATION (EU) 596/2014 (AS IT FORMS PART OF DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018)
Notice of Redemption
to the holders of the outstanding
£400,000,000 6.697 per cent. Bonds due 2035 (ISIN: XS0593975328) of which £257,142,860.00 in principal amount is outstanding (the "Bonds") issued by
Eversholt Funding plc (the "Issuer")
under its £3,000,000,000 multicurrency programme for the issuance of Bonds
NOTICE IS HEREBY GIVEN to the holders of the Bonds (the "Bondholders") that the Issuer has elected to redeem all of the Bonds outstanding in full on 24 August 2026 (the "Optional Redemption Date") (following adjustment in accordance with the Following Business Day Convention) in accordance with Condition 8(d)(i) (Optional Redemption) of the Terms and Conditions of the Bonds set out at Schedule 1 to the bond trust deed originally dated 4 November 2010 between, among others, the Issuer and The Law Debenture Trust Corporation p.l.c. as bond trustee (the "Bond Trustee") (as further amended and/or supplemented and/or restated from time to time, the "Bond Trust Deed") and the Final Terms dated 18 February 2011 related to the Bonds (the "Final Terms" and, together with the Terms and Conditions of the Bonds, the "Conditions"). Terms used in this notice but not defined herein shall have the meaning given to them in the Bond Trust Deed or, as the case may be, the Conditions.
The Redemption Amount payable in respect of the Bonds was calculated in accordance with Condition 8(d)(i) (Optional Redemption) on 7 August 2026, being the higher of (i) 100 per cent. of the Principal Amount Outstanding of the Bonds and (ii) the price, as determined by the Financial Adviser, at which the Gross Redemption Yield on the Bonds on the Reference Date (being 7 August 2026) is equal to the Gross Redemption Yield at 3:00 p.m. (London time) on the Reference Date on the Reference Gilt (the "Make Whole Price Determination"), plus accrued but unpaid interest on the Principal Amount Outstanding of the Bonds. The Reference Gilt has been identified with the advice of the Gilt Advisers as the 4.75 per cent. Treasury Stock due 07 December 2030 in accordance with paragraph 23(vii) of the Final Terms (the "Reference Gilt Determination").
Following the calculation of the Make Whole Price Determination in accordance with Condition 8(d)(i) (Optional Redemption), which resulted in the determination of an amount higher than 100 per cent. of the Principal Amount Outstanding of the Bonds, the Redemption Amount per Calculation Amount is £1,120.92 per £1,000 in principal amount of Bonds, comprising (i) £1,087.43 in respect of principal on the Principal Amount Outstanding (representing the amount calculated pursuant to the Make Whole Price Determination, being 108.742568 per cent. of the Principal Amount Outstanding of the Bonds) and (ii) £33.49 in respect of accrued but unpaid interest on the Principal Amount Outstanding of the Bonds to (but excluding) the Optional Redemption Date. The aggregate Redemption Amount in respect of all Bonds called for redemption is £288,235,463.77.
The Issuer appointed (i) a financial adviser (such appointment having been approved by the Bond Trustee in accordance with Condition 8(d)(i)) as the financial adviser for the purposes of the Make Whole Price Determination (the "Financial Adviser") and (ii) three gilt advisors (such appointments having been approved by the Bond Trustee in accordance with paragraph 23(vii) of the Final Terms) as gilt advisers for the purposes of the Reference Gilt Determination (the "Gilt Advisers").
In accordance with the Conditions, all of the Bonds called for redemption will be cancelled and may not be re-issued or resold. Request will be made to (i) the Financial Conduct Authority ("FCA") to cancel the listing of the Bonds on the Official List of the FCA and to (ii) the London Stock Exchange ("LSE") to cancel the admission to trading of the Bonds on the Main Market of the LSE, following the redemption in full of the Bonds.
This notice, which is irrevocable, is given by Eversholt Funding plc on 11 August 2026.
In accordance with normal practice, the Bond Trustee does not assume any responsibility for this notice. The Bond Trustee has not verified, nor expresses any opinion as to the contents of, this notice, nor makes any representation that all relevant information has been disclosed, or has been disclosed accurately, to Bondholders. Accordingly, the Bond Trustee urges Bondholders who are in any doubt as to the impact of this notice to seek their own independent legal and/or financial advice.
For further information you may contact: Will Priest, Head of Treasury & Corporate Finance (wpriest@beaconrail.com)
This notice is released by the Issuer and contains information that qualified or may have qualified as inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 (as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018) ("MAR"), encompassing information relating to the redemption of Bonds described above. For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055 (as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018), this announcement is made by Will Priest, Head of Treasury & Corporate Finance of the Issuer.
LEI Number: 5493002X7O83FCJVYO69
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