Following the instructions of the Trustee CSC (Sweden) AB, Amber Beverage Group Holding S.à r.l. (ABGH), as the Issuer, hereby publishes this notice from the Trustee, stating that the Procedure in Writing initiated on 24 February 2026, with a voting deadline of 10 March 2026, had been successfully completed.
According to the Trustee’s notice, the Procedure in Writing concerned, inter alia, the establishment of an Ad Hoc Committee in connection with the Notes and the Issuer’s restructuring process, matters relating to the enforcement of the guarantees and collateral securing the Notes, as well as certain purported amendments to the terms and conditions governing the Notes (the “Terms and Conditions”).
The Issuer notes that the substance and effect of Super Majority resolutions constitute amendments to the Terms and Conditions, to which the Issuer has not consented. In particular, authorizing the Ad Hoc Committee to represent all Noteholders - including those who did not participate in the voting - effectively replaces the collective decision-making mechanism established in the Terms and Conditions with a representative body whose authority does not derive from them. In substance, delegating to the Ad Hoc Committee powers that the Terms and Conditions require to be exercised directly by the Noteholders fundamentally alters the governance framework set out in the Terms and Conditions.
As the Terms and Conditions constitute the contractual framework governing the relationship between the Issuer and the Noteholders, amendments to that framework cannot take effect without the consent of the contracting parties. The Issuer has neither approved nor consented to any such amendments.
In these circumstances, and in the absence of the Issuer’s consent to any amendments to the Terms and Conditions, including the establishment of an Ad Hoc Committee purporting to represent all Noteholders, the authority of such Ad Hoc Committee cannot be recognized, and any decisions purportedly adopted by it should not be regarded as valid or binding.
Accordingly, the Issuer has informed in writing that the Trustee and ZAB Ellex Kļaviņš SIA, acting in its capacity as Collateral Agent, should note that the Ad Hoc Committee has not been validly established or authorized under the Terms and Conditions and therefore lacks authority to adopt any decisions or issue any instructions on behalf of any Noteholders.