AEG · Aegon N.V.

This tender offer represents a material debt reduction initiative by Aegon Ltd, targeting five legacy subordinated note series issued between 1995 and 2004. The Offeror accepted EUR 379.6 million (USD 447.0 million equivalent) in aggregate notional amount across all series — comprising EUR 106.9M of 2004 EUR Notes, USD 136.3M of 2004 USD Notes, and three NLG-denominated series totaling NLG 245.8M (converted to EUR equivalents per filing). All tenders were accepted without pro rata scaling, indicating full execution against submitted amounts. The weighted-average purchase price was approximately 79.5% of par across series, resulting in a cash outlay of EUR 308.2 million (USD 363.0 million equivalent) — implying a gross discount of ~19% to accepted notional. This action delivers an immediate IFRS book gain of ~EUR 0.1 billion in H1 2026, reflecting the difference between carrying value and repurchase price. However, it also reduces regulatory capital, with Aegon estimating a 2 percentage point decline in its Group solvency ratio — from 184% as of December 31, 2025 — due to the removal of these subordinated instruments from the capital base. Settlement is scheduled for May 11, 2026. As a financing event involving multiple tranches of perpetual subordinated debt, this is classified under Item 2.03 (Debt or Financial Obligation) and carries high materiality given its direct impact on capital structure, regulatory ratios, and near-term accounting income.