Notice to Bond Holders
September 25 2009 - 7:31AM
UK Regulatory
TIDM33GX
RNS Number : 6840Z
GESB PLC
25 September 2009
NOTICE TO HOLDERS
GESB PLC
GBP104,555,000 8.35 per cent Guaranteed Secured Bonds due 2018 (ISIN
XS0051799046)
(the "Bonds")
FOR IMMEDIATE RELEASE
25 September 2009
This notice is given by GESB plc (the "Issuer") to the holders of the Bonds (the
"Bondholders"). Capitalised terms used and not otherwise defined herein have the
meanings given to them in the offering circular in respect of the Bonds dated 5
July 1994.
The Issuer hereby gives notice to the Bondholders that following the downgrade
of Ambac Assurance Corporation's credit rating from Baa3 to Caa2 by Moody's
Investors Services Inc ("Moody's") on 29 July 2009 Moody's announced the
withdrawal of its rating on the Bonds on 1 September 2009 in line with Moody's
modified rating methodology for structured finance securities insured by
financial guarantors (as announced by Moody's on 14 July 2009).
There is no obligation on the Issuer to maintain a rating on the Bonds however
Bondholders should be aware that Moody's has informed the Issuer that it will
consider re-rating the Bonds on the basis of the underlying Stock. In order to
consider an underlying rating, Moody's has informed the Issuer that it will
require a range of information to be provided to it including specific
information relating to the Borrowers, copies of the loan documentation,
detailed information in relation to each individual unit in the Borrower's
portfolio (including the most recent valuations) and all historical information
in relation to the transaction. This process may involve substantial time and
cost with no assurance of a rating being given at all or higher than the rating
of the Bonds immediately before Moody's withdrew its rating. This process,
Moody's surveillance and other ongoing rating services would be entirely at the
cost of the Bondholders because the Issuer is not permitted (without the
approval of the Trustee and the Controlling Creditor) to incur costs or apply
collections otherwise than in payment of costs contemplated by the Transaction
Documents or considered by the Trustee to be reasonable priority expenses of the
Issuer. Accordingly, Bondholders should be aware that as the Issuer is not
obliged to maintain a rating, it will not take any action in connection with a
possible re-rating without Bondholder approval.
Bondholders should note that Bondholders holding at least 10 per cent of the
outstanding number of Bonds would need to petition the Bond Trustee to arrange
for a formal meeting of Bondholders to be called to approve such a re-rating.
Alternatively, the Bond Trustee is willing to assist any Bondholder who wishes
to call an informal meeting of Bondholders to discuss the ratings position with
other Bondholders.
Bondholders should contact the Bond Trustee directly to petition such a meeting.
The contact details for the Bond Trustee are:
Capita Trust Company Ltd
7th Floor, Phoenix House
18 King William Street
London EC4N 7HE
Telephone: 0207 648 7495
Email: corptrustsmanager@capitafiduciary.co.uk
This notice is given by GESB plc on 25 September 2009.
The contact details for the Issuer are:
The Directors
GESB plc
c/o Wilmington Trust SP Services (London) Limited
Telephone: +44 (0) 20 7614 1111
Email: transactionteam@wilmingtontrust.com
This information is provided by RNS
The company news service from the London Stock Exchange
END
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