ENSTAR GROUP LIMITED

Offer to Purchase for Cash
Any and All of its
4.500% Senior Notes due 2022

Title of Notes

CUSIP Number/ISIN


Aggregate Principal Amount Outstanding


Reference Treasury Security


4.500% Senior Notes due 2022


29359U AA7 / US29359UAA79


$350,000,000


22.375% UST due March 15, 2022

To view/download copies of the Tender Offer documents please click on the links below:

Offer to Purchase

Notice of Guaranteed Delivery

Press Release

Pricing Press Release

Expiration and Results Press Release

In order to tender Notes, a Holder should tender pursuant to DTC’s Automated Tender Offer Program. Any questions or requests for assistance or additional copies of this Offer to Purchase or the Notice of Guaranteed Delivery may be directed to the Information and Tender Agent at the address or telephone numbers set forth below. You also may contact your broker, dealer, commercial bank or trust company or other nominee for assistance concerning the Tender Offer.

The Information and Tender Agent for the Tender Offer is:

D.F. KING & CO., INC.

D.F. King & Co., Inc.
48 Wall Street
New York, NY
Banks and Brokers: (212) 269-5550
Toll free (U.S. only): (866) 207-3626
Email: enstar@dfking.com
Attention: Andrew Beck
Confirmation by Telephone: (212) 232-3233

If you need assistance with respect to the procedures for participating in the Tender Offer, you should contact the Information and Tender Agent at the address and telephone numbers set forth above.

Any questions regarding the terms of the Tender Offer should be directed to the Dealer Managers at their respective addresses and telephone numbers set forth below:

The Dealer Managers for the Tender Offer are:

Wells Fargo Securities, LLC

550 South Tryon Street, 5th Floor
Charlotte, North Carolina 28202
Attn: Liability Management Group
Toll-Free: (866) 309-6316
Collect: (704) 410-4756
Barclays Capital Inc.

745 Seventh Avenue
New York, New York 10019
Attn: Liability Management Group
Toll-Free: (800) 528-7581
Collect: (212) 528-7581
HSBC Securities (USA) Inc.

452 Fifth Avenue
New York, New York 10018
Attn: Global Liability Management Group
Toll Free: (888) HSBC-4LM
Collect: (212) 525-5552