REG - Annington Funding - Notice of Adjourned Noteholder Meeting: 2034 Notes

Bank Of New York MellonAnnouncement

Mon 15:00

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RNS Number : 1497D  Annington Funding PLC  13 October 2025

THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF
NOTEHOLDERS.  IF NOTEHOLDERS ARE IN ANY DOUBT AS TO THE ACTION THEY SHOULD
TAKE OR ARE UNSURE OF THE IMPACT OF THE IMPLEMENTATION OF THE EXTRAORDINARY
RESOLUTION TO BE PROPOSED, THEY SHOULD SEEK THEIR OWN FINANCIAL AND LEGAL
ADVICE IMMEDIATELY FROM THEIR STOCKBROKER, BANK MANAGER, SOLICITOR, ACCOUNTANT
OR OTHER FINANCIAL ADVISER AUTHORISED UNDER THE FINANCIAL SERVICES AND MARKETS
ACT 2000, AS AMENDED (IF THEY ARE IN THE UNITED KINGDOM) OR OTHER
APPROPRIATELY AUTHORISED INDEPENDENT FINANCIAL ADVISER.

13 October 2025

ANNINGTON FUNDING PLC

(Incorporated with limited liability in England and Wales)

(the "Issuer")

 

NOTICE OF ADJOURNED NOTEHOLDER MEETING

 

to the holders of the

 

£625,000,000 3.685% Notes due 12 July 2034 (ISIN: XS1645518736) (the "2034
Notes") issued by the Issuer and guaranteed by Annington Limited, Annington
Property Limited and Annington Homes Limited (the "Guarantors")

under the Issuer's £5 billion Euro Medium Term Note Programme (the
"Programme")

The 2034 Notes are constituted by the trust deed dated 28 June 2017 between
the Issuer and the Guarantors and BNY Mellon Corporate Trustee Services
Limited as trustee (the "Trustee") (the "2017 Trust Deed") as amended on 27
September 2021 (the "2021 Trust Deed" and together with the 2017 Trust Deed,
the "Trust Deeds"). Reference is made to the terms and conditions of the 2034
Notes (the "2017 Conditions"), as set forth in the 2017 Trust Deed. Unless
otherwise defined herein, capitalised terms used in this notice shall have the
meanings given to them in the 2017 Conditions or the 2017 Trust Deed.

NOTICE IS HEREBY GIVEN that a Meeting (a "Meeting") of the Noteholders of the
2034 Notes (the "2034 Noteholders") convened by the Issuer for 10 a.m. (London
time) on 13 October 2025 held at the offices of Sullivan & Cromwell LLP,
1 New Fetter Lane, London EC4A 1AN by the notice dated 18 September 2025
(such notice, the "Notice of Original Meeting") was adjourned because a quorum
was not present and the adjourned Meeting of the 2034 Noteholders will be held
at the offices of Sullivan & Cromwell LLP, 1 New Fetter Lane, London EC4A
1AN on 27 October 2025 at 9:45 a.m. (London time) for the purpose of
considering and, if thought fit, passing the resolutions set out in the Notice
of Original Meeting (available here:
http://www.rns-pdf.londonstockexchange.com/rns/9321Z_3-2025-9-18.pdf
(http://www.rns-pdf.londonstockexchange.com/rns/9321Z_3-2025-9-18.pdf) ) as
Extraordinary Resolutions in accordance with the provisions of the Trust
Deeds.

A revised indicative timeline of the process for the approval of the
Extraordinary Resolutions at an adjourned Meeting is as follows:

 Event                                                                            Date
 Notice of adjourned Meeting deemed delivered to 2034 Noteholders                 13 October 2025
 Final deadline for 2034 Noteholders to obtain a voting certificate or deliver    4:00 p.m. (London time) on 24 October 2025
 a valid electronic instruction in respect of its 2034 Notes to the Information
 and Tabulation Agent via the Clearing Systems
 Adjourned Meeting of the 2034 Noteholders in respect of the 2034 Notes           9:45 a.m. (London time) on 27 October 2025
 Announcement of the results of the adjourned Meeting                             As soon as reasonably practicable after the conclusion of the adjourned
                                                                                  Meeting

 

This notice, and any non-contractual obligations arising out of or in
connection with it, is governed by, and shall be construed in accordance with,
English law.

The contact details for the Information and Tabulation Agent are set out
below:

THE INFORMATION AND TABULATION AGENT

Kroll Issuer Services Limited
The News Building

3 London Bridge Street

London

SE1 9SG

United Kingdom

Telephone: +44 20 7704 0880

Email: annington@is.kroll.com (mailto:annington@is.kroll.com)

Website: https://deals.is.kroll.com/annington

This Notice is given by:

ANNINGTON FUNDING PLC as Issuer

For further information, holders of the 2034 Notes should contact:

 

Annington Funding plc

Hays Lane House

1 Hays Lane

London

SE1 2HB

 

 Investor Relations:  Stephen Leung
                      Chief Financial Officer
                      +44 (0)20 7960 7500

 Media:               annington@brunswickgroup.com (mailto:annington@brunswickgroup.com)

Annington Funding plc

                      Hays Lane House

                      1 Hays Lane

                      London

                      SE1 2HB

 

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