Subject: Execution of commitment letters in respect of the refinancingof existing indebtedness

Current Report no. 63/2016

The Management Board of Pfleiderer Group S.A. (the "Company"), herebyinforms that on 8 December 2016 the Company signed with a a group offinancial institutions commitment letters in respect of a senior securedcredit facilities to refinance the EUR 321,684,000 7.875% Senior SecuredNotes issued by Pfleiderer GmbH on 7 July 2014 (the "HY Notes") as wellas the facilities granted on the basis of the EUR 60 million and PLN 200million revolving facilities agreement dated as of 4 July 2014, asamended and restated (the "Commitment Letters").

The Commitment Letters provide for the obligations of the financialinstitutions to make available to the Company and certain of itssubsidiaries the financing, subject to successful negotiations of thesenior facilities agreement by 15 January 2017 (unless such deadline isextended by the parties to the Commitment Letters) as well assatisfaction of customary conditions precedent to utilisation of thefacilities which will be agreed in the senior facilities agreement.Provided negotiations of the finance documentation are successfullyclosed and such documentation is entered into, it is intention of theCompany to exercise the call option in respect of the HY Notes in orderto effectuate early redemption of the HY Notes which is to be financedinter alia from the proceeds under the senior facilities agreement (the"Refinancing"), of which the Company will separately inform.

The Commitment Letters provide that the senior facilities to be madeavailable to the Company and its subsidiaries under the financedocumentation to be agreed will comprise two facilities: (i) a EUR 300million term loan facility with the maturity date falling 5 years afterthe date of the Refinancing, amortised semi-annually starting in 2017with 50% bullet repayment at the maturity date to be used for thepurposes of refinancing of the HY Notes and existing revolvingfacilities as well as for financing of costs associated therewith and(ii) up to EUR 60 million (with the ability to make drawdowns in PLN andpotential increase of the maximum amount) revolving credit facility withmaturity date falling 5 years after the date of the Refinancing, to beused for general purposes of the Company and the group. The Company alsointends to use its own funds to finance certain part of the costsrelated to the Refinancing in excess of the anticipated EUR 300 millionterm loan facility.

The Commitment Letters provide that the facilities under the seniorfacilities agreement to be agreed will bear interest at a rate per annumequal to EURIBOR or WIBOR increased by a margin, subject to a marginratchet based on the consolidated leverage of the Company. In addition,the Company will be required to pay a specified commitment fee andupfront fees and certain other fees to the financial institutionsparticipating in the Refinancing.

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This report was prepared pursuant to Article 17 Section 1 of theRegulation (EU) No 596/2014 of the European Parliament and of theCouncil of 16 April 2014 on market abuse (market abuse regulation) andrepealing Directive 2003/6/EC of the European Parliament and of theCouncil and Commission Directives 2003/124/EC, 2003/125/EC and2004/72/EC (OJ EU L 173/1 dated June 12, 2014).

2016-12-08