GKN Holdings Limited - RE: Change of Control Notice dated 9 July 2018

30 August 2018

GKN HOLDINGS LIMITED
(formerly GKN Holdings plc)
(a private limited company incorporated with limited liability under the laws of England and Wales with company number 00066549) (the “Issuer”)

NOTICE

with respect to the

£300,000,000 3.375% Notes due 12 May 2032 under the
£2,000,000,000 Euro Medium Term Note Programme (the “Notes”)

Common Code: 161185779
ISIN: XS1611857795

RE: Change of Control Notice dated 9 July 2018

We refer to the Change of Control Notice dated 9 July 2018 issued by the Issuer (“Change of Control Notice”). The Change of Control Notice was issued pursuant to the trust deed dated 24 April 2017 (the “Trust Deed”) by and between the Issuer and HSBC Corporate Trustee Company (UK) Limited, as Trustee, constituting the Notes and containing the terms and conditions of the Notes. The terms not otherwise defined herein shall have the meaning given to them in the Change of Control Notice and/or the Trust Deed.

In accordance with the Change of Control Notice, each Noteholder was entitled to exercise a put option and require the Issuer to redeem the Notes of such holder, provided the Noteholders gave notice to the Agent by 24 August 2018 (on which date the put option period expired).

Pursuant to the expiry of the put option period, other than as indicated below, we confirm that none of the Noteholders have exercised the put option: 

Number of Noteholders who Exercised the Put Option	Nominal Amount of the Note(s) Put
One	£100,000

This notice is given by:

GKN HOLDINGS LIMITED
11th Floor, The Colmore Building
Colmore Circus Queensway
Birmingham, B4 6AT
United Kingdom
 

Dated: 30 August 2018

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