THIS NOTICE IS A
REPLACEMENT OF THE NOTICE DATED 7 FEBRUARY
2022 WITH THE
HEADLINE “Notice to Noteholders”.
THE PREPAYMENT
AMOUNTS HAVE BEEN UPDATED FOR ACCURACY.
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, LEGAL OR OTHER PROFESSIONAL ADVICE, INCLUDING AS TO
ANY TAX CONSEQUENCES, IMMEDIATELY FROM THEIR STOCKBROKER,
SOLICITOR, ACCOUNTANT OR OTHER INDEPENDENT FINANCIAL, LEGAL
OR OTHER PROFESSIONAL ADVISER
If you have
recently sold or otherwise transferred your entire holding(s) of
the Notes
referred to below, you should immediately forward this document to
the purchaser or
transferee or to the broker, bank or other agent through whom the
sale or transfer was
effected for transmission to the purchaser or transferee.
NOTICE TO
NOTEHOLDERS
To the holders of
the £192,270,000 8.25 per cent. Secured Loan-Backed Notes due
June 2027
ISIN: XS0073407537
(the “Notes”)
issued by Housing Association Funding PLC
(the “Issuer”)
Regulation (EU) No 596/2014 of the European Parliament and of
the Council of 16 April 2014 (Market
Abuse Regulation) requires disclosure by or on behalf of the Issuer
of any inside information concerning 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, as
amended and restated on 23 December
1999, as amended and restated on 29
June 2005, as amended and restated on 7 December 2009, as amended and restated on
11 February 2010 and as further
amended and restated on 31 January
2017.
Please disregard the notice dated 7
February 2022 as the amounts of the prepayment were not
correctly reflected. Please regard this notice as the accurate
notice on all matters contained herein.
The Issuer also wishes to inform Noteholders of the further
information regarding the future amortisation of the Notes within
this notice.
Partial Redemption occurring on the December 2021 IPD
We refer to the notice of the Issuer dated 6 December 2021 in which the Issuer informed
Noteholders that it received funds from A2 Dominion South Limited
(formerly known as Airways Housing Society Limited) (“A2
Dominion South Limited”) in relation to the prepayment of its
loan.
Pursuant to the Supplemental Trust Deed, the amount of the
prepayment was, as is required, applied to redeem the Notes and pay
Noteholders on the Interest Payment Date (as defined in the Trust
Deed) falling in December 2021 (the
“December 2021 IPD”) in
accordance with the terms of the Transaction Documents as follows
(the “December 2021
Redemption”):
- £211,302.59 was applied as standard amortisation;
- £131,911.41 was applied as interest;
- £2,986,549.79 was applied to redeem the Notes;
- £709,417.35 was applied in payment of the Prepayment
Premium; and
- £46,544.32 was or will be applied in repayment of
outstanding fees, costs and expenses incurred by the transaction
parties.
As a result of the corrected prepayment amounts in relation to
the December 2021 Redemption as set
out above, the following amounts will be paid to Noteholders on the
next Interest Payment Date:
- £44,601.11 additional interest payment; and
- £152,138.35 to correct the Premium Payment.
The Issuer wishes to inform Noteholders following the
December 2021 Redemption, that the
column headed “Principal Amount to be redeemed per £100” and the
column headed “Principal Amount Outstanding Per £100 After
Redemption”, in each case set out under the heading Mandatory
Amortising Redemption at Condition 5(b) of the Notes shall be
adjusted pursuant Condition 5(b) of the Notes. The figures in the
column headed Principal Amount to be Redeemed per £100 shall be
replaced with the figures in the column headed “New Principal to be
Redeemed per £100” and the figures in the column headed and the
column headed “Principal Amount Outstanding Per £100 After
Redemption” shall be
replaced with the figures in the column headed “New Principal
Amount Outstanding per £100 after redemption”, in each case, as set
out below:
Interest Payment
Date |
Previous
Principal to
be redeemed
per £100 |
New Principal to
be redeemed per
£100 |
Previous Principal
Amount Outstanding
per £100 after
redemption |
New Principal
Amount
Outstanding per
£100 after
redemption |
7 December 2021 |
1.89275194 |
2.79116361 |
26.75214647 |
15.94250164% |
7 June 2022 |
1.97082796 |
1.17448250 |
24.78131851 |
14.76801914% |
7 December 2022 |
2.05212462 |
1.22292991 |
22.72919389 |
13.54508923% |
7 June 2023 |
2.13677475 |
1.27337577 |
20.59241914 |
12.27171346% |
7 December 2023 |
2.22491672 |
1.32590252 |
18.36750242 |
10.94581094% |
7 June 2024 |
2.31669453 |
1.38059600 |
16.05080789 |
9.56521494% |
7 December 2024 |
2.41225818 |
1.43754558 |
13.63854972 |
8.12766936% |
7 June 2025 |
2.51176383 |
1.49684434 |
11.12678589 |
6.63082503% |
7 December 2025 |
2.61537409 |
1.55858917 |
8.51141180 |
5.07223586% |
7 June 2026 |
2.72325827 |
1.62288097 |
5.78815354 |
3.44935489% |
7 December 2026 |
2.83559267 |
1.68982481 |
2.95256087 |
1.75953008% |
7 June 2027 |
2.95256087 |
1.75953008 |
0.00000000 |
0.00000000% |
Queries may be addressed to the Issuer
as follows:
Housing Association Funding PLC:
Address: Bastion House, 6th Floor, 140 London Wall, London, England, EC2Y 5DN
Attention: The Directors
Telephone: +44 203 994 7157
Email: spvservices@apexfs.com
HOUSING ASSOCIATION FUNDING PLC
27 May 2022
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