THIS NOTICE IS
IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF NOTEHOLDERS. IF
NOTEHOLDERS ARE IN ANY DOUBT AS TO THE ACTION THEY SHOULD TAKE,
THEY SHOULD SEEK THEIR OWN FINANCIAL AND LEGAL ADVICE, INCLUDING AS
TO ANY TAX CONSEQUENCES, IMMEDIATELY FROM THEIR STOCKBROKER,
SOLICITOR, ACCOUNTANT OR OTHER INDEPENDENT FINANCIAL OR LEGAL
ADVISER
NOTICE TO
NOTEHOLDERS
To the holders of the £192,270,000
8.25 per cent. Secured Loan-Backed Notes due June 2027 ISIN: XS0073407537 and
XS0222506395
(the “Notes”)
issued by Housing
Association Funding PLC
(the “Issuer”)
Capitalised terms used but not otherwise defined herein shall
have the meanings ascribed to them in the master schedule of
definitions, interpretation and construction clauses dated
23 January 1997, as amended and
restated on 30 January 1998 and as
further amended and restated on 23 December
1999, and the notice to Noteholders dated 8 January 2016 (the Notice).
The Notice informed Noteholders that all parties to the Deed of
Novation, Transfer and Amendment (the “Deed”) to effect the
replacement of the Account Bank with The Bank of New York Mellon,
in accordance with the terms of the Account Management and
Administration Agreement had executed the Deed, save for the
Arranger (Freud Lemos Limited) which refused to enter into
the Deed.
As at the date of this notice, the Arranger has not executed the
Deed. The Notice made reference to the fact that, absent
consent of all parties thereto, the Deed would not be executed.
Given, that not all parties have consented to the replacement and
the potential for further expenditure (of time, effort and cost),
the Issuer does not intend take any further steps or continue to
incur additional costs in proceeding with the replacement of the
Account Bank.
As a result, Barclays Bank plc will remain as the Account Bank
and the consequential S&P Downgrade event in respect of the
Account Bank under the Account Management and Administration
Agreement will continue to exist. There therefore remains a
possibility that the ratings of the Notes might be downgraded,
qualified or withdrawn by either or both of the Rating Agencies as
a result of Barclays Bank plc remaining as the Account Bank.
Queries may be addressed to the Issuer as follows:
Housing Association Funding PLC:
Address:
4th Floor, 40 Dukes Place, London
EC3A 7NH
Attention:
The Directors
Telephone:
+ 44 203 367 8200
e-mail:
spvservices@capitafiduciary.co.uk
HOUSING ASSOCIATION FUNDING PLC
24 March
2016