Common use of December 2023 Clause in Contracts

December 2023. As a class 1 transaction for the purposes of the Listing Rules, the Strategic Cooperation Agreement is conditional upon and requires shareholder approval. Shareholder authorisation will also be required in order for the Company to be able to issue the Consideration Shares to Mercedes-Benz AG. In order to issue the first tranche of the Consideration Shares, as well as the shares to be issued pursuant to the Placing, the Company is also required to publish a prospectus. As such, a combined prospectus and circular (the "Combined Prospectus and Circular") is expected to be published by the Company to convene a General Meeting of shareholders (the "General Meeting"). Both the publication of the Combined Prospectus and Circular and the General Meeting itself are expected to take place later this year. The Aston Martin Lagonda Directors intend unanimously to recommend that Xxxxx Xxxxxx Xxxxxxx shareholders vote in favour of all resolutions that will be proposed at the General Meeting. In addition to the necessary shareholder approvals, the Strategic Cooperation Agreement is also subject to customary antitrust conditions in Germany and the UK. Both conditions are expected to be satisfied in early December 2020. Further terms of the Strategic Cooperation Agreement will be detailed in the Combined Prospectus and Circular. Prospective issued share capital impacts Current issued share capital as the date of this announcement 1,824,014,450 shares Proposed placing shares 250,000,000 shares First tranche of Consideration Shares 224,657,287 shares Expected issued share capital following General Meeting 2,298,671,737 shares Future issuance(s) of Consideration Shares 234,285,457 shares New Financing warrants Convertible into new shares 126,647,852 shares Pro-Forma issued share capital 2,659,605,046 shares The Company is also considering carrying out a share capital reorganisation, which may involve a consolidation of shares. In this event, further details will be set out in the Combined Prospectus and Circular and announced in due course. Results for the nine months to 30 September 2020 £m YTD 2020 YTD 20191 change Q3 2020 Q3 20191 change Total retail volumes2 2,752 4,482 (39%) 982 1,486 (34%) Total wholesale volumes2 1,555 3,939 (61%) 660 1,497 (56%) Revenue 270.0 650.0 (58%) 124.0 244.0 (49%) Adjusted EBITDA3 (117.6) 63.7 n.m. (28.6) 42.9 n.m. Adjusted operating (loss)/profit3 (215.2) (24.3) n.m. (69.7) 12.1 n.m. Operating (loss)/profit (229.1) (29.7) n.m. (69.8) 9.2 n.m. Loss before tax (307.9) (94.8) n.m. (80.5) (14.8) n.m. Net debt4 868.5 915.4 868.5 915.4 12019 restated see detail in Appendix; 2 Number of vehicles including specials; 3Alternative performance measures are defined in the Appendix; 4 Includes lease liabilities (Q3 2020: £106m, Q3 2019: £116m) · Rebalancing supply to demand, sports & GT dealer stock reduced by >1,400 units year-to-date (567 in Q3, an acceleration from Q2), ahead of plan with a clear focus to achieve ideal pipeline cover in early 2021 - Total retail1 sales (2,752 vehicles) down 39% YTD; Q3: 982 vehicles, down 34% - Covid-19 continues to impact but some markets saw improvement from Q2, such as China Q3 retail +29% year-on-year · Total wholesales2 (1,555 vehicles) down 61% YTD; Q3: 660 vehicles, down 56% due to the focus on reducing the stock level from end 2019 - Quality-led ramp up of St Athan saw 345 DBX wholesales in Q3 and the factory is now running at full production rate - Gaydon manufacturing facility re-opened at end of August producing to order, including the first new Vantage Roadsters · Revenues declined to £270m YTD principally due to reduced wholesales · Operating loss YTD increased year-on-year principally due to the revenue decline and includes a £14m FX headwind; Q3, while still negative, improved versus Q2 reflecting - Low sales, but improved model mix with start of DBX deliveries and 10 Specials along with reduced customer and retail finance support per Sport/GT unit - Initial savings from restructuring program broadly offset by higher St Athan costs as production ramped-up and reduced furlough credits, with <1% of employees furloughed in September · Free cashflow3 of £(514)m, (Q3 outflow of £(143)m) reflects the operating loss, a working capital outflow of £133m, capital expenditure of £204m and net cash interest of £(37)m · Cash at 30 September of £307m includes: - Issuance of approximately $68m of delayed draw notes (the "DDNs") and borrowings of £20m Coronavirus Large Business Interruption Loan Scheme (CLBILS) funds - Net debt at 30 September was £869m (31 December 2019: £988m).

December 2023. As a class 1 transaction for the purposes of the Listing Rules, the Strategic Cooperation Agreement is conditional upon and requires shareholder approval. Shareholder authorisation will also be required in order for the Company to be able to issue the Consideration Shares to Mercedes-Benz AG. In order to issue the first tranche of the Consideration Shares, as well as the shares to be issued pursuant to the Placing, the Company is also required to publish a prospectus. As such, a combined prospectus and circular (the "“Combined Prospectus and Circular"”) is expected to be published by the Company to convene a General Meeting of shareholders (the "“General Meeting"”). Both the publication of the Combined Prospectus and Circular and the General Meeting itself are expected to take place later this year. The Aston Martin Lagonda Xxxxxx Xxxxxxx Directors intend unanimously to recommend that Xxxxx Xxxxxx Xxxxxxx shareholders vote in favour of all resolutions that will be proposed at the General Meeting. In addition to the necessary shareholder approvals, the Strategic Cooperation Agreement is also subject to customary antitrust conditions in Germany and the UK. Both conditions are expected to be satisfied in early December 2020. Further terms of the Strategic Cooperation Agreement will be detailed in the Combined Prospectus and Circular. Prospective issued share capital impacts Current issued share capital as the date of this announcement 1,824,014,450 shares Proposed placing shares 250,000,000 shares First tranche of Consideration Shares 224,657,287 shares Expected issued share capital following General Meeting 2,298,671,737 shares Future issuance(s) of Consideration Shares 234,285,457 shares New Financing warrants Convertible into new shares 126,647,852 shares Pro-Forma issued share capital 2,659,605,046 shares The Company is also considering carrying out a share capital reorganisation, which may involve a consolidation of shares. In this event, further details will be set out in the Combined Prospectus and Circular and announced in due course. Results for the nine months to 30 September 2020 £m YTD 2020 YTD 20191 change Q3 2020 Q3 20191 change Total retail volumes2 2,752 4,482 (39%) 982 1,486 (34%) Total wholesale volumes2 1,555 3,939 (61%) 660 1,497 (56%) Revenue 270.0 650.0 (58%) 124.0 244.0 (49%) Adjusted EBITDA3 (117.6) 63.7 n.m. (28.6) 42.9 n.m. Adjusted operating (loss)/profit3 (215.2) (24.3) n.m. (69.7) 12.1 n.m. Operating (loss)/profit (229.1) (29.7) n.m. (69.8) 9.2 n.m. Loss before tax (307.9) (94.8) n.m. (80.5) (14.8) n.m. Net debt4 868.5 915.4 868.5 915.4 12019 restated see detail in Appendix; Appendix; 2 Number of vehicles including specials; specials; 3Alternative performance measures are defined in the Appendix; Appendix; 4 Includes lease liabilities (Q3 2020: £106m, Q3 2019: £116m) · • Rebalancing supply to demand, sports & GT dealer stock reduced by >1,400 units year-to-date (567 in Q3, an acceleration from Q2), ahead of plan with a clear focus to achieve ideal pipeline cover in early 2021 - Total retail1 sales (2,752 vehicles) down 39% YTD; YTD; Q3: 982 vehicles, down 34% - Covid-19 continues to impact but some markets saw improvement from Q2, such as China Q3 retail +29% year-on-year · • Total wholesales2 (1,555 vehicles) down 61% YTD; YTD; Q3: 660 vehicles, down 56% due to the focus on reducing the stock level from end 2019 - Quality-led ramp up of St Athan saw 345 DBX wholesales in Q3 and the factory is now running at full production rate - Gaydon manufacturing facility re-opened at end of August producing to order, including the first new Vantage Roadsters · • Revenues declined to £270m YTD principally due to reduced wholesales · • Operating loss YTD increased year-on-year principally due to the revenue decline and includes a £14m FX headwind; headwind; Q3, while still negative, improved versus Q2 reflecting - Low sales, but improved model mix with start of DBX deliveries and 10 Specials along with reduced customer and retail finance support per Sport/GT unit - Initial savings from restructuring program broadly offset by higher St Athan costs as production ramped-up and reduced furlough credits, with <1% of employees furloughed in September · • Free cashflow3 of £(514)m, (Q3 outflow of £(143)m) reflects the operating loss, a working capital outflow of £133m, capital expenditure of £204m and net cash interest of £(37)m · • Cash at 30 September of £307m includes: - Issuance of approximately $68m of delayed draw notes (the "“DDNs"”) and borrowings of £20m Coronavirus Large Business Interruption Loan Scheme (CLBILS) funds - Net debt at 30 September was £869m (31 December 2019: £988m).

December 2023. As a class 1 transaction for the purposes of the Listing Rules, the Strategic Cooperation Agreement is conditional upon and requires shareholder approval. Shareholder authorisation will also be required in order for the Company to be able to issue the Consideration Shares to Mercedes-Benz AG. In order to issue the first tranche of the Consideration Shares, as well as the shares to be issued pursuant to the Placing, the Company is also required to publish a prospectus. As such, a combined prospectus and circular (the "“Combined Prospectus and Circular"”) is expected to be published by the Company to convene a General Meeting of shareholders (the "“General Meeting"”). Both the publication of the Combined Prospectus and Circular and the General Meeting itself are expected to take place later this year. The Aston Martin Lagonda Directors intend unanimously to recommend that Xxxxx Xxxxxx Xxxxxxx shareholders vote in favour of all resolutions that will be proposed at the General Meeting. In addition to the necessary shareholder approvals, the Strategic Cooperation Agreement is also subject to customary antitrust conditions in Germany and the UK. Both conditions are expected to be satisfied in early December 2020. Further terms of the Strategic Cooperation Agreement will be detailed in the Combined Prospectus and Circular. Prospective issued share capital impacts Current issued share capital as the date of this announcement 1,824,014,450 shares Proposed placing shares 250,000,000 shares First tranche of Consideration Shares 224,657,287 shares Expected issued share capital following General Meeting 2,298,671,737 shares Future issuance(s) of Consideration Shares 234,285,457 shares New Financing warrants Convertible into new shares 126,647,852 shares Pro-Forma issued share capital 2,659,605,046 shares The Company is also considering carrying out a share capital reorganisation, which may involve a consolidation of shares. In this event, further details will be set out in the Combined Prospectus and Circular and announced in due course. Results for the nine months to 30 September 2020 £m YTD 2020 YTD 20191 change Q3 2020 Q3 20191 change Total retail volumes2 2,752 4,482 (39%) 982 1,486 (34%) Total wholesale volumes2 1,555 3,939 (61%) 660 1,497 (56%) Revenue 270.0 650.0 (58%) 124.0 244.0 (49%) Adjusted EBITDA3 (117.6) 63.7 n.m. (28.6) 42.9 n.m. Adjusted operating (loss)/profit3 (215.2) (24.3) n.m. (69.7) 12.1 n.m. Operating (loss)/profit (229.1) (29.7) n.m. (69.8) 9.2 n.m. Loss before tax (307.9) (94.8) n.m. (80.5) (14.8) n.m. Net debt4 868.5 915.4 868.5 915.4 12019 restated see detail in Appendix; Appendix; 2 Number of vehicles including specials; specials; 3Alternative performance measures are defined in the Appendix; Appendix; 4 Includes lease liabilities (Q3 2020: £106m, Q3 2019: £116m) · • Rebalancing supply to demand, sports & GT dealer stock reduced by >1,400 units year-to-date (567 in Q3, an acceleration from Q2), ahead of plan with a clear focus to achieve ideal pipeline cover in early 2021 - • Total retail1 sales (2,752 vehicles) down 39% YTD; YTD; Q3: 982 vehicles, down 34% - • Covid-19 continues to impact but some markets saw improvement from Q2, such as China Q3 retail +29% year-on-year · • Total wholesales2 (1,555 vehicles) down 61% YTD; YTD; Q3: 660 vehicles, down 56% due to the focus on reducing the stock level from end 2019 - • Quality-led ramp up of St Athan saw 345 DBX wholesales in Q3 and the factory is now running at full production rate - • Gaydon manufacturing facility re-opened at end of August producing to order, including the first new Vantage Roadsters · • Revenues declined to £270m YTD principally due to reduced wholesales · • Operating loss YTD increased year-on-year principally due to the revenue decline and includes a £14m FX headwind; headwind; Q3, while still negative, improved versus Q2 reflecting - • Low sales, but improved model mix with start of DBX deliveries and 10 Specials along with reduced customer and retail finance support per Sport/GT unit - • Initial savings from restructuring program broadly offset by higher St Athan costs as production ramped-up and reduced furlough credits, with <1% of employees furloughed in September · • Free cashflow3 of £(514)m, (Q3 outflow of £(143)m) reflects the operating loss, a working capital outflow of £133m, capital expenditure of £204m and net cash interest of £(37)m · • Cash at 30 September of £307m includes: - • Issuance of approximately $68m of delayed draw notes (the "“DDNs"”) and borrowings of £20m Coronavirus Large Business Interruption Loan Scheme (CLBILS) funds - • Net debt at 30 September was £869m (31 December 2019: £988m).

December 2023. As a class 1 transaction for the purposes of the Listing Rules, the Strategic Cooperation Agreement is conditional upon and requires shareholder approval. Shareholder authorisation will also be required in order for the Company to be able to issue the Consideration Shares to Mercedes-Benz AG. In order to issue the first tranche of the Consideration Shares, as well as the shares to be issued pursuant to the Placing, the Company is also required to publish a prospectus. As such, a combined prospectus and circular (the "“Combined Prospectus and Circular"”) is expected to be published by the Company to convene a General Meeting of shareholders (the "“General Meeting"”). Both the publication of the Combined Prospectus and Circular and the General Meeting itself are expected to take place later this year. The Aston Martin Lagonda Directors intend unanimously to recommend that Xxxxx Xxxxxx Xxxxxxx shareholders vote in favour of all resolutions that will be proposed at the General Meeting. In addition to the necessary shareholder approvals, the Strategic Cooperation Agreement is also subject to customary antitrust conditions in Germany and the UK. Both conditions are expected to be satisfied in early December 2020. Further terms of the Strategic Cooperation Agreement will be detailed in the Combined Prospectus and Circular. Prospective issued share capital impacts Current issued share capital as the date of this announcement 1,824,014,450 shares Proposed placing shares 250,000,000 shares First tranche of Consideration Shares 224,657,287 shares Expected issued share capital following General Meeting 2,298,671,737 shares Future issuance(s) of Consideration Shares 234,285,457 shares New Financing warrants Convertible into new shares 126,647,852 shares Pro-Forma issued share capital 2,659,605,046 shares The Company is also considering carrying out a share capital reorganisation, which may involve a consolidation of shares. In this event, further details will be set out in the Combined Prospectus and Circular and announced in due course. Results for the nine months to 30 September 2020 £m YTD 2020 YTD 20191 change Q3 2020 Q3 20191 change Total retail volumes2 2,752 4,482 (39%) 982 1,486 (34%) Total wholesale volumes2 1,555 3,939 (61%) 660 1,497 (56%) Revenue 270.0 650.0 (58%) 124.0 244.0 (49%) Adjusted EBITDA3 (117.6) 63.7 n.m. (28.6) 42.9 n.m. Adjusted operating (loss)/profit3 (215.2) (24.3) n.m. (69.7) 12.1 n.m. Operating (loss)/profit (229.1) (29.7) n.m. (69.8) 9.2 n.m. Loss before tax (307.9) (94.8) n.m. (80.5) (14.8) n.m. Net debt4 868.5 915.4 868.5 915.4 12019 restated see detail in Appendix; Appendix; 2 Number of vehicles including specials; specials; 3Alternative performance measures are defined in the Appendix; Appendix; 4 Includes lease liabilities (Q3 2020: £106m, Q3 2019: £116m) · • Rebalancing supply to demand, sports & GT dealer stock reduced by >1,400 units year-to-date (567 in Q3, an acceleration from Q2), ahead of plan with a clear focus to achieve ideal pipeline cover in early 2021 - Total retail1 sales (2,752 vehicles) down 39% YTD; YTD; Q3: 982 vehicles, down 34% - Covid-19 continues to impact but some markets saw improvement from Q2, such as China Q3 retail +29% year-on-year · • Total wholesales2 (1,555 vehicles) down 61% YTD; YTD; Q3: 660 vehicles, down 56% due to the focus on reducing the stock level from end 2019 - Quality-led ramp up of St Athan saw 345 DBX wholesales in Q3 and the factory is now running at full production rate - Gaydon manufacturing facility re-opened at end of August producing to order, including the first new Vantage Roadsters · • Revenues declined to £270m YTD principally due to reduced wholesales · • Operating loss YTD increased year-on-year principally due to the revenue decline and includes a £14m FX headwind; headwind; Q3, while still negative, improved versus Q2 reflecting - Low sales, but improved model mix with start of DBX deliveries and 10 Specials along with reduced customer and retail finance support per Sport/GT unit - Initial savings from restructuring program broadly offset by higher St Athan costs as production ramped-up and reduced furlough credits, with <1% of employees furloughed in September · • Free cashflow3 of £(514)m, (Q3 outflow of £(143)m) reflects the operating loss, a working capital outflow of £133m, capital expenditure of £204m and net cash interest of £(37)m · • Cash at 30 September of £307m includes: - Issuance of approximately $68m of delayed draw notes (the "“DDNs"”) and borrowings of £20m Coronavirus Large Business Interruption Loan Scheme (CLBILS) funds - Net debt at 30 September was £869m (31 December 2019: £988m).