Project Belize Ltd

Project Belize Limited

 (the "Issuer")

NOTICE OF AMENDMENT TO NOTE TERMS

GBP10,163,977.90 Fixed Rate Unsecured A2 Loan Notes 2025 and GBP10,163,977.90 Fixed Rate Secured A1 Loan Notes 2025 (the "A1 Notes") (the "Notes") admitted on the Official List of The International Stock Exchange on 16 December 2019.

The terms and conditions of the Notes together with the material contracts relating thereto have been amended pursuant to: (i) an amendment deed dated 1 December 2021 relating to the Notes and entered into between, amongst others, the holders of the Notes and the Issuer; (ii) an amendment and restatement deed dated 1 December 2021 relating to a security trust deed dated 14 December 2018, and entered into between, amongst others, LDC (Managers) Limited as security trustee (the "Security Trustee"), the holders of the Notes and the Issuer; (iii) a guarantee and debenture dated 1 December 2021 and entered into between (1) the Security Trustee and (2) the Issuer, Aquavista Watersides Topco Ltd,  Aquavista Watersides 2 Ltd and Aquavista Watersides Ltd  (together the “Chargors”) (the "2021 Guarantee and Debenture");  (iv) an amendment and restatement deed dated 1 December 2021 relating to a loan note intercreditor agreement dated 14 December 2018, and entered into between, amongst others, the holders of the Notes and the Issuer (the "JICA AR Deed"); and (v) a senior intercreditor agreement dated 1 December 2021 between, amongst others, Aether Financial Services UK Limited as security agent, the Security Trustee and certain of the Chargors (the “Senior ICA”) relating to, inter alia, the senior facilities agreement dated 1 December 2021 between, amongst others, (1) Aquavista Watersides 2 Ltd (as borrower) (2) Baring Asset Management Limited (as arranger) and (3) Aether Financial Services UK Limited (as agent and security agent) pursuant to which the Lenders (as defined therein) make available certain debt facilities (the “Senior Facilities Agreement”)

The key changes to the Notes and material contracts in respect of the Notes are as follows:

• the maturity date of the Notes has been extended from 14 December 2025 to 30 May 2029;
• the A1 Notes are further secured on the terms set out in the 2021 Guarantee and Debenture pursuant to which the obligations of the Issuer in relation to the Notes have also been further guaranteed by each of the Chargors;
• pursuant to the 2021 Guarantee and Debenture the Issuer also guarantees the obligations of each of the other Chargors and grants security in respect of those obligations;
• the Security Trustee will hold the 2021 Guarantee and Debenture together with the existing security for the benefit of, amongst others, the holders of the Notes;
• the Notes are subordinated to other debts and obligations of the Issuer on the terms set out in the restated loan note intercreditor agreement included in Schedule 5 to the JICA AR Deed;
• the Notes are, inter alia, subordinated to other debts and obligations of the Issuer and the other Chargors on the terms set out in the Senior ICA and the Senior Facilities Agreement

All enquiries in relation to this announcement should be addressed to:

CAREY OLSEN CORPORATE FINANCE LIMITED

Listing Agent

Tel: +44 (0)1534 888 900