RPRX Royalty Pharma PLC

(1) The number of shares referenced herein include (i) 22,225,000 Class A Shares directly held by MGG Strategic SICAF SIF S.A. – MGG Strategic, a sub-fund of MGG Strategic SICAF SIF S.A., which is owned by the MGG Trust, for which R & H Trust Co. (Guernsey) Limited  is the trustee; and (ii) 19,426,170 Class A Shares directly held by GG 1978 SICAF SIF S.A. – GG Strategic, a sub-fund of GG 1978 SICAF SIF S.A., which is owned by the GG Trust, for which R & H Trust Co. (Guernsey) Limited is the trustee. R & H Trust Co. (Guernsey) Limited is the trustee of the MGG Trust and the GG Trust and as such may be deemed to have beneficial ownership of the shares held by the MGG Trust and the GG Trust.

Item 2 (a) is hereby amended and supplemented to include R & H Trust Co. (Guernsey) Limited as a Reporting Person in its capacity as trustee of the MGG Trust and of the GG Trust and Items 2(b)-(f) are hereby amended and supplemented as follows:

The trustee of each of the Trusts is R & H Trust Co. (Guernsey) Limited. R&H Trust Co. (Guernsey) Limited disclaims beneficial ownership over the shares beneficially owned by MGG Strategic and GG Strategic. The protector of each of the Trusts is Achille G. Severgnini, who has the power to remove and replace the trustee of each the Trusts.

On July 29, 2024, MGG SICAF, acting solely in respect of its sub-fund MGG Strategic, entered into a deed of amendment and restatement relating to the MGG Facility Agreement, pursuant to which MGG Strategic increased its pledge of Class A Shares as collateral to secure its obligations under the MGG Facility Agreement to an aggregate of 17,367,141 Class A Shares. The maximum amount available for MGG Strategic under the Facility Agreement was confirmed in $75 million in respect of the committed facility under the MGG Facility Agreement, and increased to $75 million in respect of the uncommitted facility under the MGG Facility Agreement. The maturity date in respect of the committed facility under the MGG Facility Agreement is August 10, 2026, and in respect of the uncommitted facility under the MGG Facility Agreement is August 10, 2025, with the possibility of extension thereof in accordance with the terms of the MGG Facility Agreement.  Upon the occurrence of certain events that are customary for this type of facility, the lender may exercise its rights to require MGG Strategic to pre-pay the loan proceeds or post additional collateral, or foreclose on, and dispose of, the pledged securities in accordance with the MGG Facility Documents.

On July 29, 2024, GG 1978, acting solely in respect of its sub-fund GG Strategic, entered into a deed of amendment and restatement relating to the GG Facility Agreement, pursuant to which GG 1978 reduced its pledge of Class A Shares as collateral to secure its obligations under the GG Facility Agreement to an aggregate of 8,683,571 Class A Shares. The maximum amount available for GG 1978 under the Facility Agreement was increased to $100 million and the facility was confirmed to be uncommitted. The maturity date is August 10, 2025, with the possibility of extension thereof in accordance with the terms of the GG Facility Agreement.  Upon the occurrence of certain events that are customary for this type of facility, the lender may exercise its rights to require GG 1978 to pre-pay the loan proceeds or post additional collateral, or foreclose on, and dispose of, the pledged securities in accordance with the GG Facility Documents.

JOINT FILING AGREEMENT

Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”) the undersigned hereby agree to the joint filing on behalf of each of them of any filing required by such party under Section 13 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with respect to securities of Royalty Pharma plc, a company formed under the jurisdictions of England and Wales, and further agree to the filing, furnishing, and/or incorporation by reference of this Agreement as an exhibit thereto. Each of them is responsible for the timely filing of such filings and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate. This Agreement shall remain in full force and effect until revoked by any party hereto in a signed writing provided to each other party hereto, and then only with respect to such revoking party. This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.