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Athora Netherlands N.V. Announces Final Results of Tender Offer

30 juni 2026 | 10:00

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA) (THE "UNITED STATES") OR TO ANY U.S. PERSON (AS DEFINED BELOW) OR INTO ANY OTHER JURISDICTION OR TO ANY OTHER PERSON WHERE OR TO WHOM IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT.

ATHORA NETHERLANDS N.V. ANNOUNCES FINAL RESULTS OF TENDER OFFER

30 June 2026. Athora Netherlands N.V. (the "Offeror") announces today the results of its invitation made to holders of its outstanding EUR 500,000,000 Fixed to Fixed Rate Subordinated Notes due 2032 (ISIN: XS2468390930) (the "Notes"), to tender such Notes for purchase by the Offeror for cash (the "Offer").

The Offer was announced on 22 June 2026 and was made on the terms and subject to the conditions contained in the tender offer memorandum dated 22 June 2026 (the "Tender Offer Memorandum") prepared by the Offeror. Capitalised terms used and not otherwise defined in this announcement have the meanings given in the Tender Offer Memorandum.

The Expiration Deadline for the Offer was 17:00 (CEST) on 29 June 2026. The Offeror hereby announces that the aggregate nominal amount of the Notes validly accepted for purchase in accordance with the terms and subject to the conditions (including the New Financing Conditions) set out in the Tender Offer Memorandum is EUR 490,088,000.

As the aggregate principal amount of the Notes validly tendered in and accepted for purchase pursuant to the Offer exceeds the 80 (eighty) per cent. threshold for the purposes of the Clean-up Call (as further described in the Tender Offer Memorandum), the Offeror, once it satisfies the requirements of the terms and conditions of the Notes (the "Notes Conditions"), intends to exercise the Clean-up Call and redeem all of the Notes which were not validly tendered in and accepted for purchase pursuant to the Offer at their principal amount, notice in respect of which will be given pursuant to the Notes Conditions.

Payment of the Purchase Price and Accrued Interest in respect of the Notes accepted for purchase by the Offeror will occur on the Settlement Date for the Offer which is expected to be on 2 July 2026.

Notes repurchased by the Offeror pursuant to the Offer will be cancelled by the Offeror and will not be re-issued or re-sold. Notes which have not been validly tendered and accepted for purchase pursuant to the Offer will remain outstanding after the Settlement Date.

This press release is released by Athora Netherlands N.V. and contains information that qualifies as inside information for the purpose of Article 7(1) of the EU Market Abuse Regulation (Regulation (EU) No 596/2014).