Notice of redemption and cancellation of listing

Sage Group PLC (The)

11 September 2026

 

The Sage Group plc
Notice of redemption and cancellation of listing

THIS NOTICE RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED OR MAY HAVE QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7(1) OF THE MARKET ABUSE REGULATION (EU) 596/2014 AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED ("EUWA") ("UK MAR").

11 September 2026

NOTICE OF REDEMPTION AND CANCELLATION OF LISTING

TO THE HOLDERS OF

EUR500,000,000 3.820 per cent. Notes due 15 February 2028

ISIN: XS2587306403

(the "Notes")

issued by The Sage Group plc (the "Issuer")

and

unconditionally and irrevocably guaranteed by

Sage Treasury Company Limited

(the "Guarantor")

Reference is made to the terms and conditions of the Notes (the "Terms and Conditions of the Notes") set out in the final terms dated 13 February 2023 (the "Final Terms") and the trust deed dated 31 January 2023, as amended or supplemented from time to time, between the Issuer, the Guarantor and HSBC Corporate Trustee Company (UK) Limited as the Trustee constituting the Notes. Capitalised terms not otherwise defined in this notice shall have the meanings given to them in the Terms and Conditions of the Notes.

Notice is hereby given by the Issuer to the holders of the Notes in accordance with Condition 14 (Notices) of the Notes, that pursuant to Condition 6.3 (Redemption at the option of the Issuer (Issuer Call)) and paragraph 18 (Issuer Call) of the Final Terms, on 28 September 2026 (the "Redemption Date"), the Issuer will exercise its option to redeem all of the outstanding Notes at the Optional Redemption Amount, being the Make-whole Amount (as described in Condition 6.3(b)), together with interest accrued to (but excluding) the Redemption Date.

The Issuer has appointed a Determination Agent for the purposes of determining the Make-whole Amount in respect of the Notes. The Determination Agent will be expected to determine the Make-whole Amount on 23 September 2026 (the "Reference Date") in accordance with the Terms and Conditions of the Notes. Upon such determination, the Issuer will publish a further notice specifying the Optional Redemption Amount in respect of the Notes on or about the Reference Date.

Noteholders should look to the relevant clearing systems through which their Notes are held for repayment on the Redemption Date.

The Issuer will apply to the Financial Conduct Authority (the "FCA") for the cancellation of the listing of the Notes on the official list of the FCA and to the London Stock Exchange plc (the "London Stock Exchange") for the cancellation of the admission to trading of the Notes on the Main Market of the London Stock Exchange on or shortly after the Redemption Date.

This announcement is released by the Issuer and contains information that qualified or may have qualified as inside information for the purposes of Article 7(1) of UK MAR, encompassing information relating to the redemption described above. For the purposes of UK MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055 as it forms part of UK domestic law by virtue of the EUWA, this announcement is made by Vicki Bradin, General Counsel and Company Secretary of the Issuer on 11 September 2026.

Enquiries

Sage [phone]

Alexander Hall, Group Financial Controller

James Thomas, Treasury

James Sandford, Investor Relations

Becky Potgieter, Corporate PR

FGS Global [phone]

Conor McClafferty

Sophia Johnston

About Sage

Sage exists to knock down barriers so everyone can thrive, starting with the millions of small and mid-sized businesses (SMBs) served by us, our partners and accountants. Customers trust our finance, HR and payroll software to make work and money flow. By digitalising business processes and relationships with customers, suppliers, employees, banks and governments, our AI-powered platform connects SMBs, removing friction and delivering insights. Knocking down barriers also means we use our time, technology and experience to tackle digital inequality, economic inequality and the climate crisis.

Issuer Legal Entity Identifier (LEI) Number: 2138005RN5XYLTF8G138

DISCLAIMER

This publication does not constitute an offer to sell or the solicitation of an offer to buy any securities of the Issuer. The Notes and the guarantee in respect of the Notes have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "Securities Act"), or any state securities laws and, unless so registered, may not be offered or sold within the United States or to, or for the account or the benefit of, US persons, as defined in Regulation S under the Securities Act, except pursuant to an exemption from or in a transaction not subject to the registration requirements of the Securities Act and in compliance with any applicable state securities laws.

 

END