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UPL Limited Capital/Financing Update 2025

May 15, 2025

10597_rns_2025-05-15_ee4c232b-0b83-4a1a-872b-661291a6e180.pdf

Capital/Financing Update

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UPL Limited , Uniphos House, C.D. Marg, 11[th] Road, Madhu Park, Khar (West), Mumbai – 400052, India

w: www.upl-ltd.com e: [email protected]

==> picture [93 x 64] intentionally omitted <==

t: +91 22 6856 8000

15[th] May, 2025

BSE Limited Mumbai

National Stock Exchange of India Ltd Mumbai

SCRIP CODE: 512070/890209

SYMBOL: UPL/UPLPP1

Sub: Notice of Redemption in relation to USD 400 Million Perpetual Subordinated Capital Securities issued by UPL Corporation Limited, Mauritius, a wholly owned subsidiary .

Dear Sir/Madam,

UPL Corporation Limited, Mauritius (“UPL Corp”), a wholly owned subsidiary of the Company had placed USD denominated Perpetual Subordinated Capital Securities (Bonds) for an aggregate amount of USD 400 Million, which was informed to the Stock Exchanges vide our letter dated 21[st] February, 2020. The Bonds are listed on the Singapore Stock Exchange.

We have today received a copy of the notice of redemption from UPL Corp at 06.00 P.M informing us that in accordance with the terms of issue they have decided to redeem all the Bonds aggregating to USD 400 Million on 26[th] May, 2025. The redemption price will be equal to the principal amount together with any interest accrued to but excluding the Redemption Date (including any Arrears of Interest)

A copy of the notice sent by UPL Corp to the Singapore Stock Exchange is enclosed for reference.

We request you to take the above information on records.

Thanking you,

Yours Faithfully,

For UPL Limited

Sandeep Digitally signed by Sandeep Mohan Mohan Deshmukh Date: 2025.05.15 Deshmukh 18:17:13 +05'30' Sandeep Deshmukh Company Secretary and Compliance Officer (ACS – 10946)

Registered Office: 3-11, GIDC, Vapi, Valsad - 396 195, Gujarat, India. P +91 260 2432716 CIN: L24219GJ1985PLC025132

UPL CORPORATION LIMITED

NOTICE OF REDEMPTION IN RELATION TO U.S.$400,000,000 PERPETUAL SUBORDINATED CAPITAL SECURITIES OF UPL CORPORATION LIMITED

(ISIN: XS2125139464; Common Code: 212513946)

15 May 2025

Pursuant to Condition 5(b) ( Redemption at the option of the Issuer ) of the Trust Deed dated as of 27 February 2020 (as amended, supplemented, waived or otherwise modified from time to time, the " Trust Deed "), between, among others, UPL Corporation Limited, a public company incorporated in Mauritius (the " Issuer ") and Citicorp International Limited, as trustee (the " Trustee "), the Issuer may, on giving not more than 40 nor less than 10 days’ irrevocable notice to the Trustee and the Principal Paying Agent in writing and to the Holders, redeem all but not some only of the Securities on:

  • (i) any date during the period commencing on (and including) 27 February 2025 up to (and including) the First Reset Date; or

(ii) on any Interest Payment Date thereafter,

(each such date being a “ Call Date ”). On expiry of such notice, the Issuer shall be bound to redeem the Securities on the relevant Call Date at their principal amount together with any interest accrued to but excluding the date fixed for redemption (including any Arrears of Interest). Capitalised terms used herein but not otherwise defined herein shall have the meaning ascribed to it in the Trust Deed.

NOTICE IS HEREBY GIVEN that, pursuant to Condition 5(b) of the Trust Deed, the Issuer has elected to redeem all of the U.S.$400,000,000 aggregate principal amount outstanding of its Perpetual Subordinated Capital Securities (the " Securities ") on 26 May 2025 (the " Redemption Date "). The redemption price for the Securities will be equal to the principal amount together with any interest accrued to but excluding the Redemption Date (including any Arrears of Interest).

Payment in respect of the Securities will be made in accordance with the usual procedures of Euroclear and Clearstream, Luxembourg. The record date shall be the close of business of the relevant clearing system on the Clearing System Business Day before the Redemption Date.

No representation is made as to the correctness or accuracy of the common code or ISIN numbers listed on this Notice of Redemption or printed on the Securities.

Further details about the transaction can be obtained from:

UPL Corporation Limited

President John Kennedy Street, 6th Floor Suite 157B Harbour Front Building, Port Louis, Mauritius Email: [email protected] Attention: Uttam Danayah