Marex Group completes consent solicitation for 6.404% senior notes

Marex Group plc (NASDAQ: MRX) announced it received the required consents from holders of its 6.404% Senior Notes due 2029 to approve amendments to the indenture governing the bonds. The consent solicitation expired May 15, 2026, with holders representing more than a majority of the outstanding principal amount validly delivering consents.

The amendments align the terms of the 2029 notes with the company's existing 5.680% Senior Notes due 2031. The changes permit a holding company incorporated in Bermuda to assume Marex's obligations under the notes and succeed the company as issuer, supporting the firm's proposed redomiciliation from England and Wales to Bermuda.

Marex announced in March 2026 its proposal to change its legal domicile to Bermuda and reorganize group subsidiaries into four regional sub-groups under a new Bermuda parent holding company. The reorganization requires shareholder, court and regulatory approvals.

Holders who validly delivered consents will receive a cash payment of $1.00 per $1,000 principal amount of notes. The company expects to pay the consent fee on May 19, 2026. Goldman Sachs & Co. LLC served as solicitation agent for the consent solicitation.

The company plans to execute a fourth supplemental indenture on the settlement date to implement the approved amendments, which will become effective upon execution by Marex and the trustee, Citibank, NA.

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