MRX · Marex Group plc Ordinary Shares

Marex Group plc has commenced a consent solicitation to amend the indenture governing its 6.404% Senior Notes due 2029. The proposed amendments would permit a Bermuda-incorporated holding company (New ParentCo) to assume Marex's obligations under the notes, aligning the terms with those of the recently issued 2031 Notes and other SEC-registered notes. This move supports Marex's proposed redomiciliation from England and Wales to Bermuda, which aims to simplify the corporate structure, reduce administrative burdens, and align with its Nasdaq listing. The consent solicitation expires on May 15, 2026, and holders who deliver consents by then are eligible for a $1.00 per $1,000 principal payment. If approved, all holders will be bound by the amendments, but only consenting holders receive the payment. The solicitation is conditioned on receiving consents from a majority in aggregate principal amount of outstanding notes. Goldman Sachs is serving as solicitation agent. The redomiciliation and note amendments are part of Marex's broader strategy to enhance shareholder value and streamline operations.