Nitrogénművek Zrt.
LEI Number - 5493001ZER6R9IYAUY93

15 August 2025

NITROGÉNMŰVEK ZRT.
(THE “ISSUER”)

ANNOUNCES THE SUCCESSFUL IMPLEMENTATION OF THE PROPOSALS IN RELATION TO THE ELECTRONIC CONSENT IN RELATION TO ITS OUTSTANDING

EUR 200,000,000 7.00 PER CENT. NOTES DUE 2025
(REGULATION S ISIN: XS1811852521 / REGULATION S COMMON CODE: 181185252 / RULE 144A ISIN: XS1811853172 / RULE 144A COMMON CODE: 181185317)

(THE “SUNs”)

Background

On 1 August 2025, the Issuer announced that, pursuant to the Notice of Electronic Consent dated 17 July 2025 prepared by the Issuer (the “Notice of Electronic Consent”), the Extraordinary Resolution was passed by way of Electronic Consent on 31 July 2025 by Noteholders holding 88.94 per cent. of the aggregate principal amount of SUNs (which represented 100 per cent. of all instructions received on the Consent Solicitation) and the Supplemental Trust Deed was executed in order to give effect to the Proposals.

Unless the context otherwise requires, capitalised terms used in this announcement shall bear the meanings given to them in the Notice of Electronic Consent.

Implementation of the Proposals

The Issuer hereby announces that it has successfully implemented the Proposals which were aimed at restructuring its outstanding SUNs, by redeeming the SUNs on 14 August 2025 (the “Redemption Date”) in full (including any accrued interest that would be payable on or prior to the Redemption Date). The consideration for such redemption has been satisfied by the Issuer issuing to holders of the SUNs:

• 8.80 per cent. senior secured definitive notes due 2028 (the “New Definitive Notes”) issued by the Issuer on the terms and conditions of the New Definitive Notes; and
• 8.80 per cent. senior secured notes due 2028 (the “SPV Notes”) issued by Nitrum Finance Designated Activity Company on the terms and conditions of the SPV Notes,

in an aggregate amount equal to the principal amount of all outstanding SUNs.

The Tabulation Agent

Questions and requests for assistance in connection with the foregoing may be directed to the Tabulation Agent.

The Tabulation Agent is:

GLAS Specialist Services Limited

 55 Ludgate Hill Level 1 West London EC4M 7JW, United Kingdom

Email: nitrum@glas.agency

This announcement is given by the Issuer.                                                                                  

15 August 2025