Encore Capital : Early redemption / Cancellation / Delisting - ENCORE CAPITAL GROUP,INC - USU2915CAF78, US292554AQ52 (2 securities)

Published: 2026-05-12 09:26:19 ET ECPG

Published on 05/12/2026 at 09:26 am EDT

May 12, 2026

9.250% Senior Secured Notes due 2029

REG S - ISIN USU2915CAF78, CUSIP U2915C AF7 RULE 144A - ISIN US292554AQ52, CUSIP 292554 AQ5*

Notice is hereby given in accordance with Sections 3.03 and 3.07 of the indenture dated as of March 20, 2024 (as amended through the date hereof, the "Indenture"), by, amongst others, Encore Capital Group, Inc., as the Issuer (the "Issuer"), the guarantors party thereto (the "Guarantors"), GLAS Trust Company LLC, as trustee (the "Trustee"), principal paying agent (the "Principal Paying Agent"), transfer agent and registrar, governing the Issuer's 9.250% Senior Secured Notes due 2029 (the "Notes"). The terms not otherwise defined herein shall have the meanings given to them in the Indenture.

Subject to the Condition (as defined below), the Issuer hereby elects to redeem all of the aggregate principal amount outstanding of the Notes equal to $500,000,000 (such amount being the "Redemption Amount") on the Redemption Date (as defined below) pursuant to Section 3.07(a) of the Indenture. The Issuer is redeeming the Notes for cash in an amount equal to the aggregate Redemption Price (as defined below) of the Notes, plus accrued and unpaid interest up to (but excluding) the Redemption Date (as defined below).

The Issuer's obligation to redeem any of the Notes on the Redemption Date (as defined below) is conditioned (the "Condition") upon its receipt, on or prior to the Redemption Date, of funding in an amount satisfactory to the Issuer (the "Funding"). In the event that the Condition shall not have been satisfied (or waived by the Issuer in its sole discretion) on or by the Redemption Date, the redemption may not occur and this Conditional Notice of Redemption may be rescinded. Accordingly, none of the Notes shall be deemed due and payable on the Redemption Date unless and until the Condition is satisfied or waived by the Issuer in its sole discretion. If the Condition is not satisfied or waived, any Notes previously surrendered to the Paying Agent pursuant to this Conditional Notice of Redemption shall be returned to the Holders thereof. The Issuer will provide written notice to the Trustee and the Paying Agent of any such revocation of this Conditional Notice of Redemption on or prior to the Redemption Date.

Subject to the satisfaction or waiver of the Condition, the redemption date for the Notes will be May 22, 2026 or if the Funding is delayed, as determined by the Issuer in its sole discretion, the Business Day after the receipt of the Funding provided that such date shall not be more than sixty days from the date hereof (the "Redemption Date"). Any Holder of Notes must hold any Notes to be entitled to the Redemption Price on the Business Day immediately prior to the Redemption Date (the "Record Date").

In each case subject to the Issuer's determination in its sole discretion that the Condition has been satisfied or waived on or before the Redemption Date, the remaining terms and conditions of the redemption are as follows:

The Redemption Amount, the Redemption Date and the Record Date for the Notes will be as described above.

The redemption price of the Notes will be 104.625% (the "Redemption Price") of the

principal amount of the Notes to be redeemed plus accrued and unpaid interest from and including April 1, 2026, to (but excluding) the Redemption Date. No Additional Amounts will be payable.

The Global Notes will be redeemed in a principal amount equal to the Redemption Amount such that, after the Redemption Date, no Global Notes will be outstanding.

The Notes called for redemption must be surrendered to the Paying Agent to collect the Redemption Price plus accrued but unpaid interest or, in respect of Global Notes, the redemption will be effected in accordance with the usual procedures of the Depository Trust Company (DTC). The name and address of the Paying Agent is: GLAS Trust Company LLC, 3 Second Street, Suite 203, Jersey City, New Jersey 07311.

Unless the Issuer defaults in payment of the Redemption Price or the Paying Agent is prohibited from making such payment pursuant to the terms of the Indenture, the Notes called for redemption will cease to accrue interest on and after the Redemption Date, unless the Redemption Price is not paid on the Redemption Date, and the only remaining right of holders of the Notes called for redemption is to receive payment of the Redemption Price upon surrender to the respective Paying Agent of the Notes redeemed.

The Notes are being redeemed, pursuant to Section 3.07(a) of the Indenture.

If the Condition has not been satisfied or waived on or before the Redemption Date:

the Issuer will announce on the Redemption Date that the Condition has not been satisfied and, if the Condition remains unsatisfied, one Business Day prior to the end of the 60-day period, which will commence on the date hereof; and

the Notes will continue to be outstanding, no Redemption Price will be paid, interest shall continue to accrue in accordance with the terms of the Indenture and the Notes, and any Notes previously surrendered to the Paying Agent shall be returned to the holders of the Notes thereof.

(Signature Page Follows)

2

Encore USD due 2029_Notice of Redemption(162151971.3) - 5/6/2026 4:42 PM

Dated:

May 12

, 2026

By:

Name:

Tomas Hernanz

Title: EVP, CFO and Treasurer

(Notice of Redemption Signature Page)

*The CUSIP and ISIN numbers are included solely for the convenience of the holders of the Notes. None of the Trustee, the Paying Agent or the Issuer shall be responsible for the use of any CUSIP number or ISIN number, nor is any representation made as to its correctness or accuracy in this Notice of Redemption. Each Holder may be subject, under certain circumstances, to backup withholding tax with respect to payment of the Redemption Amount. Such backup withholding may be applicable if such Holder, among other things, fails to (i) furnish its correct taxpayer identification number, (ii) certify under penalties of perjury that it is not currently subject to backup withholding or (iii) otherwise comply with applicable backup withholding requirements. A Holder that wishes to avoid the imposition of a backup withholding tax should submit an Internal Revenue Service Form W-9 or W-8, as applicable, to the Paying Agent.

Disclaimer

Encore Capital Group Inc. published this content on May 12, 2026, and is solely responsible for the information contained herein. Distributed via Public Technologies (PUBT), unedited and unaltered, on May 12, 2026 at 13:25 UTC.