Notice to noteholders

RNS Number:2237Z

NewDay Partnership Master Issuer plc

12 September 2025

THIS NOTICE CONTAINS IMPORTANT INFORMATION OF INTEREST TO THE REGISTERED AND BENEFICIAL OWNERS OF THE NOTES (AS DEFINED BELOW). IF APPLICABLE, ALL DEPOSITARIES, CUSTODIANS AND OTHER INTERMEDIARIES RECEIVING THIS NOTICE ARE REQUESTED TO PASS THIS NOTICE TO SUCH BENEFICIAL OWNERS IN A TIMELY MANNER.

If you are in any doubt as to the action you should take, you are recommended to seek your own financial advice immediately from your stockbroker, bank manager, solicitor, accountant or other financial adviser authorised under the Financial Services and Markets Act 2000 (if you are in the United Kingdom), or from another appropriately authorised independent financial adviser and such other professional advice from your own professional advisers as you deem necessary.

This Notice is addressed only to current holders of the Notes (as defined below) and persons to whom it may otherwise be lawful to distribute it ("relevant persons"). It is directed only at relevant persons and must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this Notice relates is available only to relevant persons and will be engaged in only with relevant persons.

If you have recently sold or otherwise transferred your entire holding(s) of Notes referred to below, you should immediately forward this document to the purchaser or transferee or to the stockbroker, bank or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.

THIS NOTICE DOES NOT CONSTITUTE OR FORM PART OF, AND SHOULD NOT BE CONSTRUED AS, AN OFFER FOR SALE, EXCHANGE OR SUBSCRIPTION OF, OR A SOLICITATION OF ANY OFFER TO BUY, EXCHANGE OR SUBSCRIBE FOR, ANY SECURITIES OF THE ISSUER OR ANY OTHER ENTITY IN ANY JURISDICTION.

NEWDAY PARTNERSHIP MASTER ISSUER PLC

10^th floor, 5 Churchill Place

London E14 5HU

Registered number 14879901

 (the "Issuer")

RNS ANNOUNCEMENT IN RESPECT OF THE ACQUISITION BY KKR OF NEWDAY'S CONSUMER CREDIT PORTFOLIO FROM CINVEN AND CVC

to current holders of the following notes of the Issuer

presently outstanding

£243,950,000 Class A Asset Backed Floating Rate Notes due 2031

Reg S ISIN: XS2646687272/ Rule 144A ISIN: XS2646687512

£ 41,650,000 Class B Asset Backed Floating Rate Notes due 2031

Reg S ISIN: XS2646688320/ Rule 144A ISIN: XS2646688676

£ 23,800,000 Class C Asset Backed Floating Rate Notes due 2031

Reg S ISIN: XS2646688833/ Rule 144A ISIN: XS2646689302

£ 22,050,000 Class D Asset Backed Floating Rate Notes due 2031

Reg S ISIN: XS2646689484/ Rule 144A ISIN: XS2646689567

(the "Series 2023-1 Notes")

Cinven and CVC have agreed to sell NewDay's portfolio of consumer credit receivables to private credit funds and accounts managed by KKR, a leading global investment firm. 

The existing NewDay group will be separated into an originating and servicing group (the "NewDay Operating Group": principally the Originator and Servicer entities in relation to the Programme) and NewDay's credit balance sheet (principally the Transferor entity in relation to the Programme).  KKR will enter into a multi-year forward flow agreement with the NewDay Operating Group in respect of its future origination. The underlying portfolios of consumer credit receivables originated by NewDay will continue to be operated and serviced as they are today by the NewDay Operating Group (including the Designated Accounts and Receivables acquired by NewDay Partnership Receivables Trustee Ltd). Cinven and CVC will remain invested in the NewDay Operating Group, with KKR also investing in it as part of the transaction.

This highly innovative transaction brings together NewDay's proven origination and servicing capabilities with KKR's proven expertise in asset-based finance. The combination is expected to enhance NewDay's ability to scale, broaden its reach, and continue delivering market-leading innovative credit and technology solutions to UK consumers and merchant partners.

The Designated Accounts and Receivables acquired by NewDay Partnership Receivables Trustee Ltd will continue to be funded and serviced via the Programme. The Servicer will continue to service its customers as it does today and remains committed to delivering exceptional customer outcomes across the Designated Accounts and Receivables acquired by NewDay Partnership Receivables Trustee Ltd. To reflect the separation of the NewDay Operating Group and the Transferor, the servicing terms set out in the RTDSA are expected to be amended to reflect the new arrangements and such amendments will be subject to the conditions to amendment set out in the RTDSA.  It is not expected that NewDay's merchant partners will see any change as a result of the transaction.

Completion is anticipated to occur at the end of September subject to customary closing conditions. 

John Hourican, CEO of NewDay, commented: "We are pleased to welcome KKR as a new shareholder and strategic partner. This transaction is a strong endorsement of NewDay's platform, people, and performance, and reflects KKR's confidence in our ability to deliver sustainable growth.

We also want to thank our shareholders Cinven and CVC, who have been exceptional partners since their investment in the business in 2017. Together we have built NewDay into a leading provider of consumer finance across multiple brands in the UK, serving c.5.9 million customers."

Barclays Bank PLC served as financial advisor and Clifford Chance LLP served as legal advisor to NewDay. Morgan Stanley & Co. International plc served as lead financial advisor and structuring agent, Societe Generale, London Branch served as lead structuring advisor and provided financial advice, KKR Capital Markets LLC served as arranger and Latham & Watkins LLP served as legal advisor to KKR.

For further information, please contact:
Investor Relations: [email protected]
Media Enquiries: [email protected]

About NewDay

NewDay is a leading UK consumer credit provider serving c.5.9 million customers through a multi-brand strategy that includes credit builder products, co-branded credit cards, and embedded finance solutions. Operating across prime and near-prime segments, NewDay offers proprietary and co-branded products through long-standing partnerships with major UK retailers and financial institutions. NewDay combines deep underwriting expertise with a scalable technology platform to deliver responsible credit solutions and drive sustainable growth. With a strong technology platform and proven origination and servicing capabilities, NewDay drives growth and innovation in the UK credit market.

About KKR

KKR is a leading global investment firm that offers alternative asset management as well as capital markets and insurance solutions. KKR aims to generate attractive investment returns by following a patient and disciplined investment approach, employing world-class people, and supporting growth in its portfolio companies and communities. KKR sponsors investment funds that invest in private equity, credit and real assets and has strategic partners that manage hedge funds. KKR's insurance subsidiaries offer retirement, life and reinsurance products under the management of Global Atlantic Financial Group. References to KKR's investments may include the activities of its sponsored funds and insurance subsidiaries. For additional information about KKR & Co. Inc. (NYSE: KKR), please visit KKR's website at www.kkr.com. For additional information about Global Atlantic Financial Group, please visit Global Atlantic Financial Group's website at www.globalatlantic.com. 

About Cinven

Cinven is a leading international private equity firm focused on building world-class global and European companies. Its funds invest in six key sectors: Business Services, Consumer, Financial Services, Healthcare, Industrials and Technology, Media and Telecommunications (TMT). Cinven has offices in London, New York, Frankfurt, Paris, Milan, Madrid, Guernsey and Luxembourg. Cinven takes a responsible approach towards its portfolio companies, their employees, suppliers, local communities, the environment and society.

Cinven Limited is authorised and regulated by the Financial Conduct Authority. Cinven Fund Management S.à r.l. is authorised and regulated by the Commission de Surveillance du Secteur Financier.

In this press release 'Cinven' means, depending on the context, any of or collectively, Cinven Holdings Guernsey Limited, Cinven Partnership LLP, and their respective Associates (as defined in the Companies Act 2006) and/or funds managed or advised by any of the foregoing.

For additional information on Cinven please visit www.cinven.com and www.linkedin.com/company/cinven/.

About CVC

CVC is a leading global private markets manager with a network of 30 office locations throughout EMEA, the Americas, and Asia, with approximately €200 billion of assets under management. CVC has seven complementary strategies across private equity, secondaries, credit and infrastructure, for which CVC funds have secured commitments of over €260 billion from some of the world's leading pension funds and other institutional investors. Funds managed or advised by CVC's private equity strategy are invested in approximately 140 companies worldwide, which have combined annual sales of over €168 billion and employ over 600,000 people. For further information about CVC please visit: https://www.cvc.com/. Follow us on LinkedIn.

Should any Noteholder have any queries in relation to this Notice, such Noteholder should contact the Issuer using the below contact details.

This Notice is given by

NEWDAY PARTNERSHIP MASTER ISSUER PLC
as Issuer

Dated 12 September 2025

LEI: 213800DPNY6FV46KEI56

END