EXERCISE OF MAKE-WHOLE REDEMPTION OPTION
€ 750,000,000 5.375 per cent. Sustainability Linked Bonds due 28 May 2027 under
the €5,000,000,000 Euro Medium Term Note Programme
(The “Programme”)
Series N°13
Tranche N°1
ISIN Code: FR001400EA16
7 August 2026, Paris – Reference is made to the terms and conditions (the “Terms and Conditions”) included in the base prospectus dated 14 June 2022 approved by the Autorité des marchés financiers under no. 22-211 on 14 June 2022 (as supplemented by a supplement approved by the Autorité des marchés financiers under no. 22-456 on 21 November 2022) (the “Base Prospectus”), as completed by the final terms dated 25 November 2022 (the “Final Terms”), of the EUR 750,000,000 aggregate principal amount of 5.375 per cent. Notes due 28 May 2027 (the “Notes”) issued by Valeo SE (the “Issuer”).
All capitalized terms used herein and not otherwise defined in this notice shall have the meanings assigned to them in the Terms and Conditions.
Notice is hereby given to all Noteholders that the Issuer has elected to exercise its make-whole redemption option of the outstanding Notes, in whole, in accordance with Condition 6(b)(ii) (Make-whole Redemption by the Issuer) and Condition 14 (Notices) of the Terms and Conditions and Section 21 of the Final Terms (the “Redemption”). The make-whole redemption date is set to 24 August 2026 (the “Make whole Redemption Date”).
This notice is irrevocable.
As set out in the Terms and Conditions, the Notes will be redeemed at their make-whole redemption amount (the “Make-whole Redemption Amount”), as calculated by the Make-whole Calculation Agent in accordance with Condition 6(b)(ii) (Make-whole Redemption by the Issuer) of the Terms and Conditions. The Make-whole Redemption Amount, along with the Make-whole Redemption Rate (which will be determined as per Condition 6(b)(ii) (Make-whole Redemption by the Issuer) of the Terms and Conditions), will be published in accordance with the Terms and Conditions on or around 18 August 2026.
In accordance with Condition 7 (Payments and Talons) of the Terms and Conditions, the Make-whole Redemption Amount will be paid in euros by the Paying Agent (BNP Paribas Securities Services, Corporate Trust Services, Les Grands Moulins de Pantin, 9, rue du Débarcadère – 93500 Pantin, France) on the Make-whole Redemption Date to the Account Holders for the benefit of the Noteholders.
Pursuant to Condition 6(g) (Cancellation) of the Terms and Conditions, all Notes so redeemed will be cancelled and an application for their delisting will be made to Euronext.
About Valeo
Valeo is a leading global technology company creating innovative solutions and systems for automotive and technology partners worldwide. Valeo is structured around its POWER, BRAIN and LIGHT Divisions, and Valeo Service, the augmented service partner, for the aftermarket and new forms of mobility.
Valeo is committed to making mobility safer, more sustainable and affordable to all. The Group is playing a vital role in shaping the Car of Tomorrow: which will be electrified, safer and software-defined. Valeo is leveraging its global industrial footprint and its technological leadership in electrification, advanced driver assistance systems, lighting and software to capture an increasing share of value per vehicle.
Valeo is listed on the Paris Stock Exchange.
Valeo in brief: €20.9 billion in sales in 2025 | 100,000 employees worldwide | 29 countries | 149 production plants | 59 R&D centers | 19 distribution platforms (as of February 26, 2026).
Learn more at www.valeo.com
Find all our press releases: https://www.valeo.com/en/press-releases/
| Media Contacts Dora Khosrof | +33 7 61 52 82 75 | Investor Relations |
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