HOLDER REGISTRATION FORM FOR DISTRIBUTION OF
NOTEHOLDER ORDINARY SHARES
UNDER CHAPTER 11 PLAN AND SWEDISH REORGANISATION PLAN, (AS APPLICABLE)
To: Holders of an Allowed Notes Claim (“Noteholders”) in respect of:
(i) the 4.875% senior notes issued by Intrum AB due 2025, initially in the amount of €850 million, issued pursuant to the 2025 Eurobonds Indenture with ISINs XS2211136168 and XS2211137059; the €800 million 3.500% senior notes issued by Intrum AB due 2026, issued pursuant to the 2026 Eurobonds Indenture with ISINs XS2034925375 and XS2034928122; the 3.000% senior notes issued by Intrum AB due 2027, initially in the amount of €850 million, issued pursuant to the 2027 Eurobonds Indenture with ISINs XS2052216111 and XS2052216202; the €450 million 9.250% senior notes issued by Intrum AB due 2028, issued pursuant to the 2028 Eurobonds Indenture with ISINs XS2566292160 and XS2566291865 and the €75 million 3.000% senior private placement notes due 2025, issued by the Company pursuant to the 2025 PPN Indenture and with ISIN XS2093168115 (together, the “Eurobonds”); and
(ii) SEK 1,100 million senior floating rate medium term notes due 2025, issued by Intrum AB pursuant to terms and conditions dated 3 May 2023 with ISIN SE0013105533; SEK 400 million senior fixed rate medium-term notes due 2025, issued by Intrum AB pursuant to the terms and conditions dated 3 May 2023 with ISIN SE0013105525; SEK 1,250 million senior floating rate medium term notes due 2025, issued by Intrum AB pursuant to notes terms and conditions dated 25 June 2018 with ISIN SE0013104080 in each case pursuant to a notes programme issuance agreement between, among others, Intrum AB and Swedbank AB as lead arranger, originally dated 10 February 2012 (in each case, as amended, amended and restated or supplemented from time to time); and the SEK 1,000 million senior floating rate medium-term notes due 2026, issued by Intrum AB pursuant to terms and conditions dated 25 June 2018 pursuant to a notes programme issuance agreement between, among others, Intrum AB and Swedbank AB as lead arranger, originally dated 10 February 2012 (as amended, amended and restated or supplemented from time to time), with ISIN SE0013360435, (together, the “MTNs” and the MTNs and Eurobonds together the “Notes”)
PLEASE NOTE THAT THE INFORMATION COLLECTED THROUGH THIS HOLDER REGISTRATION FORM (THE “HOLDER REGISTRATION FORM”), IS NEEDED (I) TO SATISFY THE CONDITIONS PRECEDENT SET FORTH IN THE CHAPTER 11 PLAN AND SWEDISH REORGANISATION PLAN (EACH AS DEFINED BELOW) FOR RECEIPT OF ANY NOTEHOLDER ORDINARY SHARES YOU MAY BE ENTITLED TO, (II) FOR THE COMPANY TO EFFECT THE DISTRIBUTION OF THE NOTEHOLDER ORDINARY SHARES.
THIS HOLDER REGISTRATION FORM DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER OR INVITATION TO SELL OR ISSUE, OR ANY SOLICITATION OF ANY OFFER TO PURCHASE OR SUBSCRIBE FOR, ANY SECURITIES.
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Purpose of this HOLDER Registration Form
Capitalised terms used in this Holder Registration Form but not otherwise defined herein shall have the same meaning ascribed to such terms in the Disclosure Statement, the Chapter 11 Plan, the Confirmation Order or the Swedish Reorganisation Plan, as applicable.
Purpose of this Holder Registration Form
The purpose of this Holder Registration Form is to collect relevant information from all Noteholders to permit allocation of the Exchange Notes and Noteholder Ordinary Shares on or prior to the Restructuring Effective Date to each Noteholder that completes this Holder Registration Form.
Noteholders must complete Section C – Section G (as applicable) of this Holder Registration Form to (a) register and confirm details of holdings of claims under the Notes, and (b) confirm instructions in order to receive (i) its pro rata share of the Exchange Notes; and (ii) its pro rata share of the Noteholder Ordinary Shares.
Noteholders who fail to complete Section C – Section G (as applicable) of this Holder Registration Form and submit the completed Holder Registration Form to Kroll Issuer Services Limited (the “Information Agent”) by the applicable deadline may have some or all of the relevant allocation of Exchange Notes and/or Noteholder Ordinary Shares transferred to the Holding Period Trustee on or around the Restructuring Effective Date and the relevant Noteholder will therefore experience a delay in receiving its entitlements.
Please note that any Eligible Holder who wishes to subscribe for New Money Notes by exercising its Subscription Rights must separately follow the procedure set out in the Rights Offering Documents (including, for the avoidance of doubt, the Rights Offering Procedures and Holder Subscription Form). This Holder Registration Form is only to be completed by existing Holders (and, if applicable, a Nominee).
For any questions on how to fill out this Holder Registration Form, contact the Information Agent, Kroll Issuer Services Limited on intrum@is.kroll.com or via https://deals.is.kroll.com/intrum.
Custody Instructions
Upon submission of this Holder Registration Form, Noteholders will be provided a unique instruction reference number (“UIR”) – this will be automatically sent via email by the Information Agent to the e-mail address included on this Holder Registration Form. Noteholders must provide the UIR to their custodians, to be sent on their behalf, in accordance with instructions in Section D (Holdings Information) to ensure that they have delivered their Custody Instruction or Euroclear Sweden Instruction (as applicable) by the Custody Instructions Deadline. Such UIR is strictly obtained by submitting this Holder Registration Form on the Information Agent’s website as per the directions in the smart form available on https://deals.is.kroll.com/intrum.
Other
A separate Holder Registration Form must be completed for each separate beneficial holding of, or interest in, the Notes.
Following submission via the Information Agent’s website, a PDF copy of this Holder Registration Form will be automatically generated for your safekeeping. It is highly recommended that the completed Holder Registration Form is printed or saved.
All elections made in, and instructions provided through, this Holder Registration Form shall, subject to verification and acceptance by the Company and/or the Information Agent, be final and binding on and from the date of submission of the Holder Registration Form to the Information Agent.
A reference to the “Lock-Up Agreement” shall be a reference to the Lock-Up Agreement in the form immediately prior to its termination as a result of the “Long-Stop Time” (as defined in the Lock-Up Agreement.
ALL COMPLETED HOLDER REGISTRATION FORMS SHOULD BE SUBMITTED TO THE INFORMATION AGENT VIA THE INFORMATION AGENT’S WEBSITE BY NO LATER THAN THE NOTEHOLDER RECORD DATE. NO EMAIL OR PDF VERSIONS WILL BE ACCEPTED
CONTACT THE INFORMATION AGENT FOR ASSISTANCE:
HTTPS://DEALS.IS.KROLL.COM/INTRUM
Notwithstanding the foregoing, Holders of the Eurobonds and Holders of the MTNs held through Euroclear Bank or Clearstream (the “EC/CS MTNs”, MTNs held otherwise than through Euroclear Bank or Clearstream the “EC Sweden MTNs”) will receive their entitlements to the Exchange Notes (other than Exchange Notes due by way of payment of consent fees) automatically on the Restructuring Effective Date and even if they do not complete and return their Holder Registration Form. Holders of Eurobonds and Holders of EC/CS MTNs must however complete this Holder Registration Form and deliver their Custody Instruction in order to receive Exchange Notes due by way of payment of consent fees and their Noteholder Ordinary Shares.