Digicel ANNOUNCES successful closing of consensual RESTRUCTURING of ~$3.8BN OF THE GROUP'S DEBT, IN SUPPORT OF FUTURE GROWTH

• In June 2023, Digicel entered into a consensual restructuring support agreement supported by nearly all holders of each tranche of DL's and DIFL's funded debt
• The Restructuring was implemented through an exchange offer, Bermuda Schemes of arrangement (in which 100% of voting noteholders voted to approve the Schemes) and an associated U.S. Recognition Proceeding
• This concludes Digicel's restructuring proceedings. The DL and DIFL transaction complements, but is separate from, the restructuring transaction with respect to the Group's former parent company, Digicel Group Holdings Limited, which successfully closed on November 14, 2023, after the conclusion of a separate Bermuda scheme of arrangement and U.S. recognition proceeding

KINGSTON, Jamaica, Jan. 29, 2024 /PRNewswire/ -- Digicel Holdings (Bermuda) Limited ("DHL" and, together with its subsidiaries, the "Company" or the "Group") and its board of directors are pleased to announce that it has successfully completed its consensual financial restructuring (the "Restructuring") and Bermuda schemes of arrangement (the "Schemes"). The completion of the Restructuring marks an important milestone for the Group, which now has a substantially strengthened capital structure, positioning the Group for long-term success. Together with the 2023 restructuring of Digicel Group Holdings Limited ("DGHL"), the Schemes have reduced the Group's consolidated debt by approximately $1.7 billion and its annual cash interest expense will be reduced by approximately $120 million.

As a result of the Restructuring, the Group extended certain secured and unsecured debt issued by Digicel International Finance Limited ("DIFL") and Digicel Intermediate Holdings Limited ("DIHL"). In addition, certain notes issued by Digicel Limited ("DL") and subordinated notes issued by DIFL were equitized. As part of the Restructuring, DHL has become the Group's new holding company.

In connection with the Restructuring, the board of directors of the reorganized Group has been reconstituted as a nine-member board, including Rajeev Suri as Chairman. The Company welcomes Mr. Suri as Chairman and would also like to express its appreciation to Digicel's former board of directors and to Mr. Denis O'Brien as Digicel's founder and Executive Chairman since inception. Mr. Denis O'Brien will continue to be involved in Digicel both as an equity holder in the recapitalized business and as a director of the Company's reconstituted board.

Digicel Interim Group CEO, Maarten Boute, comments, "it's good news today for our customers, our communities and all our staff with Digicel on a more solid financial footing enabling it to maintain and increase its longstanding commitments to the region. We are now well poised to continue our proud legacy of impact investing to connect people and build communities, delivering so many benefits to millions of people. I am excited about this new chapter for Digicel and want to take this moment to thank our customers for their loyalty and to convey a very special thank you to the 5,000 amazing Digicel staff members across the region for their continued hard work and dedication."

Completion of the Restructuring enhances the Group's ability to compete and thrive in the communications, broadcasting, and financial services sectors, now as a substantially deleveraged company with a right-sized balance sheet. With the support of its new owners, the Group will continue to operate as an unparalleled service provider in all of its operating markets.

Davis Polk & Wardwell LLP and Conyers Dill & Pearman acted as legal counsel and DC Advisory acted as financial advisor for the Company. Paul, Weiss, Rifkind, Wharton & Garrison LLP and Akin Gump LLP acted as legal counsel and Greenhill & Co., LLC acted as financial advisor for the PCG AHG. Paul Hastings LLP acted as legal counsel and Evercore Group L.L.C. acted as financial advisor for the DIFL Secured AHG.

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About Digicel

Enabling customers to live, work, play and flourish in a connected world, Digicel's world class LTE and fibre networks deliver state-of-the-art mobile, home and business solutions.

Serving 10 million consumer and business customers in 25 markets in the Caribbean and Central America, its investments of over US$5 billion and a commitment to its communities through its Digicel Foundations in Haiti, Jamaica and Trinidad & Tobago have contributed to positive outcomes for over 2 million people to date.

With the Better Connected ethos at the heart of everything, its 5,000 employees worldwide work together to make that a powerful reality for customers, communities and countries day in, day out.

Digicel also delivers news, sports broadcasting, digital media and financial services in several of its markets.

Visit www.digicelgroup.com for more.

The information herein should not be regarded as an indication that the Company or any other person considered, or now considers, this information to be predictive of actual future results, and does not constitute an admission or representation by any person that such information is material or complete, or that the expectations, beliefs, opinions and assumptions that underlie these materials remain the same as of the date of this disclosure and the information or as of the date indicated contained in these materials may have been superseded by subsequent developments.

Readers are cautioned not to place undue reliance on these materials and are referred to the Company's current public disclosure.

This material may contain certain "forward-looking statements" and information relating to the Company and its affiliates that reflects the current views and/or expectations of the Company and its management with respect to future events. Such statements are subject to a number of risks, uncertainties and assumptions. All forward-looking statements herein are based on information and data available as of the date they were made, and the Company makes no undertaking to update them in light of new information or future developments.

Forward looking statements herein are necessarily based on a variety of estimates and assumptions may not be realized and are inherently subject to significant business, economic, competitive, industry, regulatory, market, legal and financial uncertainties and contingencies, many of which are and will be beyond the Company's control.

For the avoidance of doubt, and without limiting the foregoing, the materials herein may include forward-looking statements that were prepared and presented at various points in time and that, given the passage of time, may not be consistent with one another or reflective of any view or knowledge of the Company as of the date of this announcement.

The financial information reflected in herein does not purport to present the Company's financial condition in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board. The Company's independent accountants have not audited or performed any review procedures on the information herein (except insofar as certain historical financial information may have been derived in part from the Company's historical annual financial statements).

THIS RELEASE DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY ANY SECURITIES. SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES UNLESS THEY ARE REGISTERED OR EXEMPT FROM REGISTRATION UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED. ANY PUBLIC OFFERING OF SECURITIES IN THE UNITED STATES WILL BE MADE BY MEANS OF A PROSPECTUS OR OTHER OFFERING DOCUMENT.

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SOURCE Digicel Holdings (Bermuda) Limited