Encore Capital : Early redemption / Cancellation / Delisting - ENCORE CAPITAL GROUP,INC - XS2271247178, XS2271247251 (2 securities)

Published: 2026-04-30 11:07:27 ET ECPG

Published on 04/30/2026 at 11:07 am EDT

April 30, 2026

Senior Secured Floating Rate Notes due 2028

REG S - ISIN XS2271247178, Common Code 227124717 RULE 144A - ISIN XS2271247251, Common Code 227124725

Notice is hereby given in accordance with Sections 3.03 and 3.07 of the indenture dated as of December 21, 2020 (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"), Citibank, N.A., London Branch, as Trustee, Principal Paying Agent and Transfer Agent and Citigroup Global Markets Europe AG, as Registrar, governing the Issuer's Senior Secured Floating Rate Notes due 2028 (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 €200,000,000 of the aggregate principal amount of the Notes outstanding (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discretion) on or by the Redemption Date, the redemption may not occur and this Conditional Notice of Redemption may be rescinded.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 28, 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 100.000% (the "Redemption Price") of the

EMEA 158551996 v4

principal amount of the Notes to be redeemed plus accrued and unpaid interest from and including April 15, 2026, to (but excluding) the Redemption Date. No Additional Amounts will be payable.

After the Redemption Date, €215,000,000 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 Clearstream and Euroclear. The name and address of the Paying Agent is: Citibank, N.A., London Branch, Citigroup Centre, 25 Canada Square, London E14 5LB, United Kingdom.

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.

No representation is made as to the correctness or accuracy of the Common Codes and/or ISINs listed in this Conditional Notice of Redemption or printed on the Notes.

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)

EMEA 158551996 v4 2

Dated:

April 30

, 2026

By:

Name:

Tomas Hernanz

Title: EVP, CFO and Treasurer

(Notice of Redemption Signature Page)

Disclaimer

Encore Capital Group Inc. published this content on April 30, 2026, and is solely responsible for the information contained herein. Distributed via Public Technologies (PUBT), unedited and unaltered, on April 30, 2026 at 15:06 UTC.