Launch of New Debt Offering

Jersey — July 10, 2019. Galaxy Bidco Limited and Galaxy Finco Limited (collectively the "Issuers") announced today that Galaxy Bidco Limited has launched an offering of £250,000,000 aggregate principal amount of its Floating Rate Senior Secured Notes due 2026 and of £230,000,000 aggregate principal amount of its Fixed Rate Senior Secured Notes due 2026, and Galaxy Finco Limited has launched an offering of £150,000,000 aggregate principal amount of its Senior Notes due 2027 (collectively the "Notes"), as part of the overall financing arrangements for the proposed acquisition (the "Acquisition") of the share capital of Domestic & General Limited, currently principally owned by CVC Capital Partners Fund V ("D&G"), by a consortium consisting of entities beneficially owned by CVC Capital Partners Fund VII and Luxinva S.A., an entity ultimately wholly-owned by the Abu Dhabi Investment Authority. CVC will continue as D&G’s controlling shareholder and will indirectly own approximately 70% of Domestic & General’s economic equity, with Luxinva owning the remaining 30% (in each case, prior to senior management’s reinvestment in the business). Consummation of the Acquisition is subject to prior receipt of requisite regulatory approvals, including customary competition law clearances. The offerings are not conditional on the consummation of the Acquisition and the Issuers do not intend to fund the gross proceeds of the offering into escrow pending the occurrence of the completion date of the Acquisition.

The proceeds from the offerings, if completed, are expected to be used, together with available cash: (i) to redeem in full and satisfy and discharge the indentures governing the Issuers' existing Senior Secured Notes and Senior Notes, consisting of the £150 million aggregate principal amount of Floating Rate Senior Secured Notes due 2020 issued by Galaxy Bidco Limited, the £200 million aggregate principal amount of 6.375% Fixed Rate Senior Secured Notes due 2020 issued by Galaxy Bidco Limited, and the £125 million aggregate principal amount of 7.875% Senior Notes due 2021 issued by Galaxy Finco Limited; (ii) to repay in full the Unsecured Subordinated A Loan Notes issued by Galaxy Finco Limited to its direct parent entity Galaxy Midco 2 Limited, (iii) to make further distributions to shareholders in the form of dividends or upstream loans, and (iv) to pay related fees and expenses.

Cautionary Statement

The offering is being made by means of an offering memorandum. This announcement does not constitute an offer to sell or the solicitation of an offer to buy the Notes or any other security and shall not constitute an offer, solicitation or sale in the United States or in any jurisdiction in which, or to any persons to whom, such offering, solicitation or sale would be unlawful.

The Notes and the related guarantees have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”) or the securities laws of any state or other jurisdiction of the United States, and may not be offered or sold within the United States, or to, or for the account or benefit of, U.S. persons, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state or local securities laws. Accordingly, the Notes and the related guarantees are being offered and sold in “offshore transactions” to non-U.S. persons outside the United States in accordance with Regulation S under the Securities Act. There is no assurance that the offerings will be completed or, if completed, as to the terms on which they will be completed.

Promotion of the Notes in the United Kingdom is restricted by the Financial Services and Markets Act 2000 (the “FSMA”), and accordingly, the Notes are not being promoted to the general public in the United Kingdom. This announcement is only addressed to and directed at persons who (i) are outside the United Kingdom, (ii) have professional experience in matters relating to investments (being investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Financial Promotion Order”)), (iii) fall within Article 49(2)(a) to (d) (“high net worth companies, unincorporate
associations, etc.”) of the Financial Promotion Order, or (iv) to the extent that doing so does not prejudice the lawful distribution of the announcement to the foregoing, are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the FSMA) in connection with the issue or sale of any Notes may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as “relevant persons”). The Notes will only be available to relevant persons and this announcement must not be acted on or relied on by anyone who is not a relevant person.

In connection with any issuance of the Notes, a stabilizing manager (or any person acting on behalf of such stabilizing manager) may over-allot Notes or effect transactions with a view to supporting the market price of the Notes at a level higher than that which might otherwise prevail. However, there is no assurance that the stabilizing manager (or any person acting on behalf of the stabilizing manager) will undertake stabilization action. Any stabilization action may begin on or after the date on which adequate public disclosure of the terms of the offer of the Notes is made and, if begun, may be ended at any time, but it must end no later than the earlier of 30 days after the issue date of the Notes and 60 days after the date of the allotment of the Notes, as applicable. Any stabilization action or over-allotment must be conducted by the stabilizing manager (or person acting on behalf of the stabilizing manager) in accordance with all applicable laws and rules.

This announcement contains certain forward-looking statements with respect to certain of the Issuers' current expectations and projections about future events. These statements, which sometimes use words such as “intend,” “proposed,” “plan,” “expect,” and words of similar meaning, reflect management’s beliefs and expectations and involve a number of risks, uncertainties and assumptions (including the completion of the transactions described in this announcement) that could cause actual results and performance to differ materially from any expected future results or performance expressed or implied by the forward-looking statement. Statements contained in this announcement regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. The information contained in this announcement is subject to change without notice and, except as required by applicable law, neither the Issuers assume any responsibility or obligation to update publicly or review any of the forward-looking statements contained in it. Readers should not place undue reliance on forward-looking statements, which speak only as at the date of this announcement.

Manufacturer target market (MIFID II product governance) is eligible counterparties and professional clients only (all distribution channels). No PRIIPs key information document (KID) has been prepared as not available to retail investors in EEA.