#United States #New York #Exchange Offer #consent solicitation #ION Platform Finance

ION Platform Finance Launches Exchange Offer and Consent Solicitation

New York and Luxembourg, September 18, 2025 — ION Platform Finance US, Inc. and ION Platform Finance S.à r.l., collectively known as the New Issuers, have announced a significant development in their financial strategy by launching an exchange offer along with a consent solicitation for eligible bondholders. This move is aimed at restructuring existing debts and improving liquidity across their financial platforms.

Overview of the Exchange Offer

The new exchange offer allows eligible bondholders to trade their outstanding notes for newly issued exchange notes. The exchange offers participants corresponding financial considerations, as detailed in the Exchange Offer and Consent Solicitation Memorandum. The memorandum, effective as of today, outlines key terms regarding the exchange that will facilitate easier management of outstanding debt.

The Existing Issuers, which include ION Trading Technologies and Acuris Finance among others, are actively seeking consent from bondholders regarding several defined amendments to the indentures governing the existing notes. This aspect of the solicitation allows for flexibility in terms of their obligations and could significantly affect future financial strategies.

Participation Details

Funds involved include a broad array of senior secured notes with varying interests and due dates, highlighting ION's commitment to maintaining financial stability and strategic position within market dynamics.

• - $450 million in 5.750% Senior Secured Notes due 2028
• - $775 million in 9.500% Senior Secured Notes due 2029
• - €425 million in 7.875% Senior Secured Notes due 2029

Eligible bondholders need to participate before the specified deadlines to benefit from these offers. The consent solicitation will expire on September 25, 2025, while the final date for the exchange offer is October 16, 2025. This timeline is critical for bondholders to review and respond appropriately to maximize their financial interests.

Impacts on Bondholders

The exchange offer not only addresses current financial structures but aims to create a more sustainable path for both existing investors and potential future stakeholders. By offering cash considerations for consent, ION is incentivizing cooperation from bondholders, thus potentially harmonizing negotiations and reducing operational disruptions.

The shareholders, who constitute a significant portion of the outstanding notes, have already shown commitment, with agreements indicating a willingness to endorse the new proposals, subject to the terms outlined in the memorandum. The current action indicates robust forward planning amid ever-evolving financial markets, characterized by fluctuations in interest rates and global economic pressures.

Conclusion

The strategic launch by ION Platform Finance showcases a proactive approach in financial management, exhibiting a clear commitment to enhancing overall corporate health. Bondholders are encouraged to thoroughly assess the Exchange Offer and Consent Solicitation Memorandum for detailed terms, engage due diligence, and consult financial advisors as appropriate. Such financial maneuvers reflect not only on ION's adaptability but also on their long-term viability within competitive markets. As always, the focus remains on achieving beneficial outcomes for all stakeholders.

For further inquiries about the exchange or participation details, stakeholders can directly reach Kroll Issuer Services Limited, the designated Exchange and Information Agent, or consult their financial intermediaries.