REG - Gracechurch Cd Prog - Notice to Noteholders

Bank Of New York MellonAnnouncement

16/05/2022 15:15

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RNS Number : 6513L  Gracechurch Card Programme Fdg PLC  16 May 2022

THIS NOTICE CONTAINS IMPORTANT INFORMATION OF INTEREST TO THE REGISTERED AND BENEFICIAL OWNERS OF THE NOTES (AS DEFINED BELOW). IF APPLICABLE, ALL DEPOSITARIES, CUSTODIANS AND OTHER INTERMEDIARIES RECEIVING THIS NOTICE ARE REQUESTED TO PASS THIS NOTICE TO SUCH BENEFICIAL OWNERS IN A TIMELY MANNER.

 

If you are in any doubt as to the action you should take, you are recommended
to seek your own financial advice immediately from your stockbroker, bank
manager, solicitor, accountant or other financial adviser authorised under the
Financial Services and Markets Act 2000 (if you are in the United Kingdom), or
from another appropriately authorised independent financial adviser and such
other professional advice from your own professional advisors as you deem
necessary.

 

This Notice is addressed only to holders of the Notes (as defined below) and
persons to whom it may otherwise be lawful to distribute it ("relevant
persons"). It is directed only at relevant persons and must not be acted on or
relied on by persons who are not relevant persons. Any investment or
investment activity to which this Notice relates is available only to relevant
persons and will be engaged in only with relevant persons.

 

If you have recently sold or otherwise transferred your entire holding(s) of
Notes referred to below, you should immediately forward this document to the
purchaser or transferee or to the stockbroker, bank or other agent through
whom the sale or transfer was effected for transmission to the purchaser or
transferee.

 

THIS NOTICE DOES NOT CONSTITUTE OR FORM PART OF, AND SHOULD NOT BE CONSTRUED
AS, AN OFFER FOR SALE, EXCHANGE OR SUBSCRIPTION OF, OR A SOLICITATION OF ANY
OFFER TO BUY, EXCHANGE OR SUBSCRIBE FOR, ANY SECURITIES OF THE ISSUING ENTITY
OR ANY OTHER ENTITY IN ANY JURISDICTION.

GRACECHURCH CARD PROGRAMME FUNDING PLC

1 Churchill Place London

E14 5HP

(as the "Issuing Entity") NOTICE OF AMENDMENT

to the holders of the following notes of the Issuing Entity presently
outstanding

 

£1,400,000,000 Series 13-3 Class A Floating Rate Asset-Backed Notes, ISIN: XS0992306141 ("Class A Notes") and £247,059,000 Series 13-3 Class D Floating Rate Asset-Backed Notes, ISIN: XS0992306224 ("Class D Notes") due 2022

 

(the "Noteholders" and the "Notes", respectively)

 

We refer to the note trust deed dated 29 September 2011 between the Issuing
Entity and The Bank of New York Mellon, acting through its London branch as
note trustee (as amended and restated from time to time, the "Note Trust
Deed"), including the terms and conditions of the Notes set out at Schedule 1
thereto (the "Conditions"), pursuant to which the Notes were constituted on
the terms and subject to the conditions contained therein.

 

NOTICE IS HEREBY GIVEN by the Issuing Entity to the Noteholders in accordance
with Condition 16 (Notices) that the Issuing Entity has amended the Notes and
medium term note certificate on 16 May 2022 by amending the documents
specified in this notice.

 

The Notes

 

The Series 13-3 Note Trust Deed Supplement and the Series 13-3 Final Terms
will be amended as prescribed below:

 

a)             The maturity date of the Notes will be extended.
The Scheduled Redemption Date will be amended from 15 June 2022 to 15 June
2027. The Final Redemption Date will be amended from 15 June 2024 to 15 June
2029.

 

b)            The Margin will be amended from 0.44798 per cent to
0.50 per cent in respect of the Class A Notes and from 0.01798 per cent to
5.00 per cent in respect of the Class D Notes in the Final Terms.

 

c)             The Controlled Accumulation Period will be changed
from 31 May 2021 through 31 May 2022 to 31 May 2026 through 31 May 2027.

 

The Series 13-3 medium term note certificate

 

The Series 13-3 MTN Supplement to the Security Trust Deed and MTN Cash
Management Agreement and the MTN Final Terms will be amended as prescribed
below:

 

a)             The maturity date of the Notes will be extended.
The Scheduled Redemption Date will be amended from 15 June 2022 to 15 June
2027. The Final Redemption Date will be amended from 15 June 2024 to 15 June
2029.

b)            The Margin will be amended from 0.38348 per cent to
1.1750 per cent.

 

c)             The Controlled Accumulation Period will be changed
from 31 May 2021 through 31 May 2022 to 31 May 2026 through 31 May 2027.

 

Copies of the Note Trust Deed and related documents may be inspected in
electronic or physical form during usual business hours at the registered
office of the Issuing Entity or the Principal Paying Agent. Capitalised terms
used but not otherwise defined herein shall have the meanings given to them in
the documents specified in this notice, as applicable.

 

Noteholders with queries concerning the content of this Notice are kindly
requested to contact the Issuing Entity using the details set out below:

 

Contact Details:

Issuing Entity:                   1 Churchill Place

London E14 5HP

Facsimile: + 44 20 7398 6325 Attention: the Directors

 

This Notice is given by

 

GRACECHURCH CARD PROGRAMME FUNDING PLC

as Issuing Entity

Dated 16 May 2022

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