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LISTING CIRCULAR NOT FOR GENERAL CIRCULATION IN THE UNITED STATES New Look Secured Issuer plc New Look Senior Issuer plc £1,201,200,000 (equivalent) £700,000,000 6.5% Senior Secured Notes due 2022 €415,000,000 Floating Rate Senior Secured Notes due 2022 £200,000,000 8.0% Senior Notes due 2023 New Look Secured Issuer plc (the “Senior Secured Notes Issuer”) issued £700,000,000 aggregate principal amount of its 6.5% Sterling Fixed Rate Senior Secured Notes due 2022 (the “Sterling Fixed Rate Senior Secured Notes” or the “Fixed Rate Senior Secured Notes”) and €415,000,000 aggregate principal amount of its Floating Rate Senior Secured Notes due 2022 (the “Floating Rate Senior Secured Notes” and, together with the Fixed Rate Senior Secured Notes, the “Senior Secured Notes”). New Look Senior Issuer plc (the “Senior Notes Issuer” and, together with the Senior Secured Notes Issuer, the “Issuers”) issued £200,000,000 aggregate principal amount of its 8.0% Senior Notes due 2023 (the “Senior Notes” and, together with the Senior Secured Notes, the “Notes”). The Senior Secured Notes Issuer will pay interest on the Fixed Rate Senior Secured Notes semi-annually in arrears on each May 15 and November 15, commencing on November 15, 2015. Prior to June 24, 2018, the Senior Secured Notes Issuer may redeem at its option all or a portion of each series of the Fixed Rate Senior Secured Notes by paying a “make-whole” premium. At any time on or after June 24, 2018, the Senior Secured Notes Issuer may redeem at its option all or part of the Fixed Rate Senior Secured Notes by paying a specified redemption price.
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