Haleon plc: Cash tender offer for outstanding 2027 3.375% Fixed Rate Notes

Haleon plc (the "Company" or "Haleon") (LSE/NYSE: HLN) today announces that its wholly owned subsidiary, Haleon US Capital LLC (the "Offeror") is offering to buy back any and all of its outstanding $1,999,350,000 3.375% Fixed Rate Senior Notes due March 2027. Bondholders will receive a price equal to the Total Consideration based on the Reference Yield and the Fixed Spread plus Accrued Interest (each as defined below) (the "Tender Offer").

This Tender Offer is in line with Haleon's previously stated capital allocation priorities. Together, with the planned issue of new bonds, it is expected to help the Company to proactively manage and optimise its debt portfolio.

The Tender Offer is being made upon the terms and subject to the conditions set forth in the Offer to Purchase dated 11 August 2026 (the "Offer to Purchase"). Terms not defined in this announcement have the meanings given to them in the Offer to Purchase. Upon the terms and subject to the conditions set forth in the Offer to Purchase, the Offeror is offering to purchase any and all of the notes set forth in the table below (the "Notes"). Notes purchased in the Tender Offer will be cancelled.

The Tender Offer is not conditioned on any minimum principal amount of Notes being tendered. The consummation of the Tender Offer is subject to, and conditioned upon, the satisfaction or waiver, where permitted, of the conditions discussed in the Offer to Purchase, including the New Notes Condition (as defined in the Offer to Purchase).

The "Total Consideration" per $1,000 principal amount of Notes validly tendered at or prior to the Expiration Date and not validly withdrawn and accepted for purchase will be calculated as described in the Offer to Purchase using the Fixed Spread. See "Description of the Tender Offer—Total Consideration" in the Offer to Purchase. The Total Consideration does not include accrued and unpaid interest on such Notes from the last interest payment date to, but not including, the Settlement Date (the "Accrued Interest"), which will be paid in addition to the Total Consideration.

The Tender Offer will expire at 5:00 p.m., New York City time, on 18 August 2026, unless extended or earlier terminated (such date and time, as the same may be extended or earlier terminated, the "Expiration Date"). Holders who desire to participate in the Tender Offer must validly tender their Notes at or prior to the Expiration Date. Tenders of Notes may be validly withdrawn at any time prior to the Expiration Date but tenders will thereafter be irrevocable, except in certain limited circumstances where additional withdrawal rights are required by law.

The consummation of the Tender Offer is subject to, and conditioned upon, the satisfaction or waiver, where permitted, of the conditions discussed in the Offer to Purchase, including the New Notes Condition. The "New Notes Condition" means the condition that the Offeror successfully completes (on terms satisfactory to it in its sole discretion) and settles the proposed offering of USD-denominated Senior Fixed Rate Notes as announced on 11 August 2026. A Holder that has validly tendered, or indicated its firm intention to tender, its Notes for purchase pursuant to the Tender Offer prior to the Expiration Date and wishes to subscribe for New Notes in addition to tendering Notes for purchase pursuant to the Tender Offer may, after having made a separate application for the purchase of such New Notes to a joint bookrunner of the issue of the ...