REG - InspirED EducationSL - Result of Meeting (Change of Guarantor)

Assured GuarantyAnnouncement

13/01/2022 16:55

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RNS Number : 3998Y  InspirED Education (S.Lanaks) PLC  13 January 2022

13 January 2022

THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED OR
MAY HAVE QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7(1) OF
THE MARKET ABUSE REGULATION (EU) 596/2014, AS IT FORMS PART OF UK DOMESTIC LAW
("UK MAR") BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018.

THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF BONDHOLDERS.
IF BONDHOLDERS ARE IN ANY DOUBT AS TO THE ACTION THEY SHOULD TAKE, THEY SHOULD
CONSULT THEIR OWN INDEPENDENT PROFESSIONAL ADVISERS AUTHORISED UNDER THE
FINANCIAL SERVICES AND MARKETS ACT 2000 IMMEDIATELY.

 

INSPIRED EDUCATION (SOUTH LANARKSHIRE) PLC

(the Issuer)

Incorporated in England and Wales with limited liability under the laws of
England and Wales

with registered number 5502166

 

£166,943,122.50 (originally £352,250,000) 2.0854 per cent. Guaranteed
Secured Index-Linked Bonds Due 2038 (XS0257433853) of the Issuer presently
outstanding (the Bonds).

Capitalised terms used but not otherwise defined in this notice shall have the
meaning given to them in the master definitions agreement dated 22 June 2006
between (among others) M&G Trustee Company Limited (formerly, Prudential
Trustee Company Limited) (the Bond Trustee) and the Issuer.

Background

On 20 December 2021 the Issuer announced an invitation to holders of the Bonds
(the Bondholders) to consent to a proposal that the bond guarantee dated 28
June 2006 by Syncora Guarantee Inc. (SGI) guaranteeing to the Bond Trustee the
full and complete payment by the Issuer in respect of amounts of scheduled
payments owing by the Issuer and outstanding pursuant to the Bonds as
constituted by the Bond Trust Deed (the Existing Guarantee) is terminated and
replaced by guarantees provided by Assured Guaranty Municipal Corp. (AGM) and
Assured Guaranty UK Limited (AGUK) as co-financial guarantor (the Termination
and Replacement) by approving an extraordinary resolution (the Extraordinary
Resolution).  A meeting of the Bondholders (the Meeting) was held earlier
today and the Issuer now announces the results of the Meeting.

Results of the Meeting

Notice is hereby given to the Bondholders that, at the Meeting convened on 13
January 2022 the Extraordinary Resolution set out in the Notice of Meeting
dated 20 December 2021 was duly passed.  Accordingly, the Issuer will now
proceed to implement the Extraordinary Resolution and the Termination and
Replacement.

 

Tabulation Agent

The Bank of New York Mellon

One Canada Square

London, E14 5AL

United Kingdom

Tel: +44 (0) 1202 689644

Attention: Debt Restructuring Services

Email: debtrestructuring@bnymellon.com

 

Market Abuse Regulation

This announcement is released by the Issuer and contains information in
relation to the Bonds that qualified as inside information for the purposes of
the Market Abuse Regulation (EU) 596/2014 as it forms part of domestic law of
the United Kingdom by virtue of the European Union (Withdrawal) Act 2018
("EUWA") ("MAR"), encompassing information relating to the Bonds. For the
purposes of MAR and Article 2 of Commission Implementing Regulation (EU)
2016/1055 as it forms part of domestic law of the United Kingdom by virtue of
the EUWA, this Notice is made by Alan Ritchie, a Director of the Issuer.

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