W. R. Grace Holdings LLC and W. R. Grace & Co. announced the extension of the Expiration Date (as defined below) of the previously announced offers to eligible holders to exchange (each, an “Exchange Offer” and collectively, the “Exchange Offers”) any and all outstanding notes issued by W. R. Grace & Co.-Conn. (the “Grace Issuer”) for (1) up to $1,050,000,000 aggregate principal amount of new notes issued by Holdings (the “New Secured Notes”) and (2) cash, and related consent solicitations (each, a “Consent Solicitation” and, collectively, the “Consent Solicitations”) to adopt certain proposed amendments to each of the indentures governing the Existing Grace Notes to eliminate certain of the covenants, restrictive provisions, events of default and guarantee provisions from such indentures (the “Indenture Amendments”). Holdings and Grace hereby extend the Expiration Date from 12:01 a.m., New York City time, on August 31, 2021, to 12:01 a.m., New York City time on September 20, 2021 (as the same may be further extended, the “Expiration Date”). The settlement date for the Exchange Offers (the “Settlement Date”) will be promptly after the Expiration Date and is expected to be within three business days after the Expiration Date. The Settlement Date is expected to occur concurrently with the consummation of the Merger (as defined in the Offering Memorandum and Consent Solicitation Statement (as defined below)), which is a condition for the consummation of the Exchange Offers and Consent Solicitations. As such, the Expiration Date is expected to be extended to correspond to the timing of the consummation of the Merger. The Exchange Offers and Consent Solicitations are being made pursuant to the terms and subject to the conditions in the offering memorandum and consent solicitation statement dated August 3, 2021 (the “Offering Memorandum and Consent Solicitation Statement”). Each Exchange Offer and Consent Solicitation is conditioned upon the completion of the other Exchange Offers and Consent Solicitations, although Holdings may waive such condition at any time with respect to an Exchange Offer. Any waiver of a condition by Holdings with respect to an Exchange Offer will automatically waive such condition with respect to the corresponding Consent Solicitation, as applicable. In addition, the Exchange Offers and Indenture Amendments effected by the Consent Solicitations are conditioned upon the consummation of the transactions contemplated by the Agreement and Plan of Merger, dated as of April 26, 2021 (as it may be amended from time to time, the “Merger Agreement”), by and among Holdings, Grace and Gibraltar Merger Sub Inc., a wholly-owned subsidiary of Holdings (“Merger Sub”), pursuant to which Merger Sub will be merged with and into Grace with Grace surviving the merger as a wholly-owned subsidiary of Holdings (the “Merger”). Holdings, in its sole discretion, may modify or terminate the Exchange Offers and may extend the Expiration Date (as defined herein) or any payment date with respect to the Exchange Offers, subject to applicable law. Any such modification, termination or extension by Holdings will automatically modify, terminate or extend the corresponding Consent Solicitation, as applicable.