REG - Penarth Master Iss - Notice to Noteholders (Series 2019-1 A3 Amendment)

Deutsche Bank AGAnnouncement

20/01/2025 16:45

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RNS Number : 9999T  Penarth Master Issuer PLC  20 January 2025

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO, OR TO ANY PERSON LOCATED OR RESIDENT IN, ANY JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS DOCUMENT. THIS NOTICE OR THE ELECTRONIC TRANSMISSION THEREOF 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 ISSUER OR ANY OTHER ENTITY IN ANY JURISDICTION.

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 have recently sold or otherwise transferred your entire holding(s) of
Notes referred to below, you should immediately forward this Notice 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 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 are in any
doubt as to the action you should take, you are recommended to seek your own
financial and legal advice, including in respect of any tax consequences,
immediately from your stockbroker, bank manager, solicitor, accountant or
other financial, tax or legal adviser authorised under the Financial Service
and Markets Act 2000, as amended (if you are in the United Kingdom), or from
another appropriately authorised independent financial adviser and such other
professional advice from your own professional advisers as you deem necessary.

PENARTH MASTER ISSUER PLC

(incorporated in England and Wales, Registered No. 06615304) 1 Bartholomew
Lane

London, EC2N 2AX (the "Issuer")

 

NOTICE

 

to the holders of the following notes of the Issuer outstanding

 

£500,000,000 Series 2019-1 A3 Class A Asset Backed Floating Notes originally
due 2024

and amended on 7 March 2024 to be due 2025

(the "Series 2019-1 A3 Notes")

(ISIN: XS2022173384)

 

1.        Pursuant to Condition 16 (Notices) of the terms and
conditions of the Series 2019-1 A3 Notes issued under the Issuer's medium term
note programme (the "Programme"), the Issuer hereby gives notice that certain
amendments will be made to:

 

(a)       the Class A (2019-1 A3) supplement to Global Loan Note No. 1
dated 22 July 2019 entered into by, among others, the Issuer and Deutsche Bank
Trust Company Americas as security trustee (the "Security Trustee") (as
amended and restated on 7 March 2024 and as further amended, restated and/or
novated from time to time prior to the Receivables Trust Effective Date (as
defined below)) (the "Class A (2019-1 A3) supplement to Global Loan Note No.
1");

 

 

(b)       the loan note certificate in respect of the Class A
£500,000,000 Series 2019-1 A3 Loan Note of Penarth Funding 1 Limited (the
"Class A (2019-1 A3) Loan Note") dated 22 July 2019 (as amended and restated
on 7 March 2024 and as further amended, restated and/or novated from time to
time prior to the Receivables Trust Effective Date) (the "Class A (2019-1 A3)
Loan Note Certificate" and, together with the Class A (2019-1 A3) supplement
to Global Loan Note No. 1, the "Relevant Receivables Trust Documents");

 

(c)       the note trust deed supplement supplemental to the Note Trust
Deed in respect of the Series 2019-1 A3 Notes dated 22 July 2019 entered into
by, among others, the Issuer and the Security Trustee (as amended and restated
on 7 March 2024 and as further amended, restated and/or novated from time to
time prior to the Issuer Effective Date) (the "Series 2019-1 A3 Note Trust
Deed Supplement");

 

(d)       the final terms in respect of the Series 2019-1 A3 Notes dated
12 July 2019 (as amended and restated on 7 March 2024 and as further amended,
restated and/or novated from time to time prior to the Issuer Effective Date
(as defined below)) (the "Series 2019-1 A3 Final Terms"); and

 

(e)       the regulation S global note certificate in respect of the
Series 2019-1 A3 Notes dated 22 July 2019 (as amended and restated on 7 March
2024 and as further amended, restated and/or novated from time to time prior
to the Issuer Effective Date) (the "Series 2019-1 A3 Reg S Global Note
Certificate" and, together with the Series 2019-1 A3 Note Trust Deed
Supplement and the Series 2019-1 A3 Final Terms, the "Relevant Issuer
Documents"),

 

(the "Relevant Documents"). Capitalised terms used but not otherwise defined
in this Notice shall have the meaning given to them in the Relevant Documents.

 

2.        The Relevant Issuer Documents will be amended effective from
the Interest Payment Date in respect of the Series 2019-1 A3 Notes falling in
January 2025, which is expected to occur on 20 January 2025. The purpose of
the amendments is primarily:

 

(a)       to amend the Scheduled Redemption Date of the Series 2019-1 A3
Notes from 18 May 2025 to 18 September 2031;

 

(b)       to amend the Final Redemption Date of the Series 2019-1 A3
Notes from 18 May 2027 to 18 September 2033; and

 

(c)       to amend the Margin of the Series 2019-1 A3 Notes from 0.60
per cent. to 0.90 per cent.

 

3.        The Relevant Receivables Trust Documents will be amended
effective from the Loan Note Interest Payment Date in respect of the Class A
(2019-1 A3) Loan Note falling in January 2025, which is expected to occur on
20 January 2025. The purpose of the amendments is primarily:

 

(a)       to amend the Scheduled Redemption Date of the Class A (2019-1
A3) Loan Note from 18 May 2025 to 18 September 2031;

 

(b)       to amend the Final Redemption Date of the Class A (2019-1 A3)
Loan Note from 18 May 2027 to 18 September 2033; and

 

(c)       to amend the Loan Note Interest Rate of the Series 2019-1 A3
Notes from Compounded Daily SONIA plus 0.60 per cent., as determined by the
Calculation Agent with respect to each Loan Note Interest Period, to
Compounded Daily SONIA plus 0.90 per cent., as determined by the Calculation
Agent with respect to each Loan Note Interest Period.

 

4.        For further information and copies of the Relevant Documents
as amended and restated, please contact:

 

Penarth Master Issuer plc

c/o CSC Directors (No.3) Limited (formerly Intertrust Management Limited) 1
Bartholomew Lane

London, EC2N 2AX

 

Tel:                 +44 (0)207 398 6300

                                 Fax:
+44 (0)207 398 6325

                                Attention:
 The Directors

 This notice is given on 17 January 2025 by:

Penarth Master Issuer plc

1 Bartholomew Lane

London, EC2N 2AX

 

 

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