On February 22, 2024, AlTi Global, Inc., a Delaware corporation (the ? Company ?), entered into an Investment Agreement (the ? Allianz Investment Agreement ?) with Allianz Strategic Investments S.à.r.l., a Luxembourg private limited liability company (?

Allianz ?), whereby, through a private placement of the Company?s securities, subject to the terms and conditions of the Allianz Investment Agreement, at the closing: (i) Allianz will purchase in the aggregate $250 million of the Company?s capital securities (the ? Allianz Purchase Price ?), consisting of (a) 140,000 shares of a newly created class of preferred stock to be designated Series A Cumulative Convertible Preferred Stock, with a liquidation preference of $1,000 per share (the ? Series A Preferred Stock ?) and (b) 19,318,580.96 shares of the Company?s Class A common stock, par value $0.0001 per share (the ?

Class A Common Stock ?) at a purchase price of $5.69 per share, and (ii) the Company will issue to Allianz warrants to purchase 5,000,000 shares of Class A Common Stock (the ? Allianz Warrants ?) (collectively, the ? Allianz Transaction ?).

The Allianz Transaction is expected to close during the second quarter of 2024, subject to applicable regulatory approvals, Company stockholder approval and other customary closing conditions (the ? Allianz Closing ?). On February 22, 2024, in connection with the Allianz Transaction and the Constellation Transaction, the Company entered into a Third Amendment to the Credit Agreement (the ?

Third Amendment ?), relating to the Credit Agreement originally dated January 3, 2023 (as previously amended, the ? Credit Agreement ?) with BMO Bank N.A. (f/k/a BMO Harris Bank N.A.) as Administrative Agent. The Third Amendment amends and restates the Credit Agreement in its entirety to, among other things: provide for and permit the investments in the Company being made by Allianz and Constellation; amend the pricing grid setting forth the Applicable Margin (as defined in the Credit Agreement) to, among other things, increase the Applicable Margin by 0.50% while the leverage ratio and interest coverage ratio are temporarily waived, and provide for additional pricing levels based on the Company?s Total Leverage Ratio (as defined in the Credit Agreement) after the waiver period; limit the Company?s use of proceeds relating to the Revolving Credit Facility (as defined in the Credit Agreement) solely to general working capital; amend the financial covenants applicable to the Company, including permanently removing the Modified Leverage Ratio (as defined in the Credit Agreement) and a waiver of the Leverage Ratio and Interest Coverage Ratio (each as defined in the Credit Agreement) for the quarters ending March 31, 2024 and June 30, 2024.

For these periods, covenants will include Minimum EBITDA and Minimum Liquidity level (each as defined in the Credit Agreement). In addition, starting in the quarter ending September 30, 2024 and subsequent periods, certain cash balances will be permitted to be netted against debt outstanding when calculating the Company?s Leverage Ratio; and provide for the sale of certain assets of the Company, the proceeds of which will be required to pay down the term loan and may reduce the $40,000,000 revolving facility commitment block in place while the leverage ratio and interest coverage ratio are temporarily waived.