Broadgate Financing PLC Notice of A2 Redemption and A3 Partial Redemption (7789A)
June 03 2021 - 10:45AM
UK Regulatory
TIDM85QW
RNS Number : 7789A
Broadgate Financing PLC
03 June 2021
BROADGATE FINANCING PLC
(the Issuer)
(incorporated as a Public Limited Company in England and Wales
with registered number 5316365)
Class A2 4.949 per cent. Bonds due 2031 (ISIN:XS0211897664)
(Class A2 Bonds)
Class A3 4.851 per cent Bonds due 2033 (ISIN:XS0211897821)
(Class A3 Bonds)
Class A4 4.821 per cent. Bonds due 2036 (ISIN:XS0213092652)
(Class A4 Bonds)
Class B 4.999 per cent. Bonds due 2033 (ISIN:XS0211898043)
(Class B Bonds)
Class C2 5.098 per cent. Bonds due 2035 (ISIN:XS0211898126)
(Class C2 Bonds)
NOTICE OF REDEMPTION OF
CLASS A2 BONDS AND PARTIAL REDEMPTION OF
CLASS A3 BONDS
Terms defined in the Master Definitions and Construction
Schedule dated 2 March 2005 (as amended) bear the same meanings
when used in this Notice.
Noteholders attention is drawn to Clause 20 of the Intercompany
Loan Agreement pursuant to which Holdings is entitled to dispose of
its interest in a Property Company, provided that certain
conditions are satisfied.
The Issuer gives notice that Holdings intends to exercise that
right to dispose of Broadgate (PHC 3), being the Property Company
which owns 100 Liverpool Street and 8-12 Broadgate, London EC2. The
purchaser of these Property Companies is PHC 3 Parent Limited.
One of the conditions of such disposal is that PHC 3 prepays its
Subordinated Loan to the Borrower and the Borrower prepays one or
more Term Loans in an amount equal to the Required Prepayment
Amount being in this case an aggregate amount of GBP106,929,320.00.
Under Condition 6.2 (c) of the Bonds, if the Borrower elects to
prepay a Term Loan then the Issuer must redeem in whole or in part
the corresponding Class or Classes of Bonds in a pro tanto amount.
Holdings, the Borrower and PHC 3 intend to satisfy the other
conditions to such disposals.
Accordingly, the Issuer and the Borrower Security Trustee have
received notice from the Borrower that it shall irrevocably prepay
the Term A2 Loan in full, and to repay the Term A3 Loan in part in
an amount equal to GBP31,100,000, in each case on the Interest
Payment Date which falls on 5 July 2021 (the "Relevant Interest
Payment Date").
Accordingly notice is hereby given that the Issuer will make the
following redemptions of Bonds on the Relevant Interest Payment
Date, in each case together with the accrued and unpaid interest
which falls due in respect of the relevant Class of Bond on the
Relevant Interest Payment Date:
(A) the Issuer will redeem the Class A2 Bonds in full at an
amount being GBP1,433.46 in respect of each Class A2 bond, being
GBP1,203.64 of principal and GBP229.82 of premium in respect of
each GBP5,000 denomination of Class A2 Bonds; and
(B) the Issuer will redeem the Class A3 Bonds in part at an
amount of GBP1,185.52 in respect of each Class A3 bond, being
GBP888.57 of principal and GBP296.95 of premium in respect of each
GBP5,000 denomination of Class A3 Bonds.
The redemption of the Class A2 Bonds will be in addition to the
Bond Amortisation Amount of GBP30.42 in respect of each GBP5,000
denomination of Class A2 Bonds which falls due on the Relevant
Interest Payment Date.
Payments of interest and principal which fall due in respect of
the other Classes of Bonds will also be made on the Relevant
Interest Payment Date.
Condition 6.3(c) of the Bonds provides that principal amounts
prepaid on the Class A3 Bonds shall be applied to reduce the
remaining Bond Amortisation Amounts in respect of the Class A3
Bonds pro rata.
The new schedule of Bond Amortisation Amounts for the Class A3
Bonds for Interest Payment Dates falling after the Relevant
Interest Payment Date is as follows:
Revised Bond Amortisation Amounts for the Class A3 Bonds
Interest Payment Date Amount (GBP)
falling in
October 2021 0.00
-------------
January 2022 0.00
-------------
April 2022 0.00
-------------
July 2022 0.00
-------------
October 2022 0.00
-------------
January 2023 0.00
-------------
April 2023 0.00
-------------
July 2023 0.00
-------------
October 2023 0.00
-------------
January 2024 0.00
-------------
April 2024 0.00
-------------
July 2024 0.00
-------------
October 2024 0.00
-------------
January 2025 0.00
-------------
April 2025 0.00
-------------
July 2025 0.00
-------------
October 2025 0.00
-------------
January 2026 0.00
-------------
April 2026 0.00
-------------
July 2026 0.00
-------------
October 2026 0.00
-------------
January 2027 0.00
-------------
April 2027 0.00
-------------
July 2027 0.00
-------------
October 2027 0.00
-------------
January 2028 0.00
-------------
April 2028 0.00
-------------
July 2028 0.00
-------------
October 2028 0.00
-------------
January 2029 0.00
-------------
April 2029 0.00
-------------
July 2029 513.93
-------------
October 2029 513.93
-------------
January 2030 513.93
-------------
April 2030 513.93
-------------
July 2030 513.93
-------------
October 2030 513.93
-------------
January 2031 513.93
-------------
April 2031 513.92
-------------
July 2031 -
-------------
Pursuant to a Deed supplemental to the Borrower Deed of Charge
(the "Supplemental Deed") dated on or before the date of this
Notice, Holdings has agreed to advance to PHC 3 an amount
sufficient to enable PHC 3 to discharge all amounts payable by it
in respect of its Subordinated Loan in full and such amount will be
paid on or before the Relevant Interest Payment Date. Under the
terms of the Supplemental Deed, upon the payment referred to above
being made, PHC 3 (and its Nominee Company) will be released from
their obligations under the Securitisation Documents and they will
cease to be party to the Securitisation Documents and their
property and assets (including the relevant Mortgaged Properties)
will be released from the security created by the Securitisation
Documents.
Should you have any questions regarding this notice you may
contact the Principal Paying Agent as follows:
PRINCIPAL PAYING AGENT
The Bank of New York Mellon
One Canada Square
Canary Wharf
London E14 5AL
This notice is given by the Issuer
3 June 2021
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END
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