REG - PCL Funding III PLC - Notice of Amendments
RNS Number : 9754PPCL Funding III PLC15 June 2020COMPANY ANNOUNCEMENT
For Immediate Release
15 June 2020
PCL Funding III PLC
in relation to
£255,000,000 CLASS A FLOATING RATE ASSET-BACKED NOTES
(Common Code: 169245584; ISIN: XS1692455840);
£17,250,000 CLASS B FLOATING RATE ASSET-BACKED NOTES
(Common Code: 169245606; ISIN: XS1692456061);
£11,250,000 CLASS C FLOATING RATE ASSET-BACKED NOTES
(Common Code: 169245622; ISIN: XS1692456228); and
£16,500,000 CLASS D RESIDUAL NOTES
(ISIN: GB00BD85TC28)
(the "Series 2017-2 Notes")
Notice of amendments
Capitalised terms used but not defined in this Notice shall have the meaning given to them in the note trust deed dated 14 November 2017 between, inter alia, the PCL Funding III PLC (the "Series 2017-2 Issuer") , Deutsche Trustee Company Limited (as the "Series 2017-2 Trustee") and HSBC Bank Plc (as "Series 2017-2 Principal Paying Agent" and "Series 2017-2 Registrar") (the "Series 2017-2 Note Trust Deed") including the conditions of the Series 2017-2 Notes set out at Schedule 2 of the Series 2017-2 Note Trust Deed.
The Transaction Documents originally included the concept of a "Performance Trigger Event" which will occur if the Average Delinquency Ratio, the Average Default Ratio, the Average Payment Rate Ratio and/or the Average Excess Spread Ratio breach the prescribed thresholds (the "Original Performance Trigger Events").
Notice is hereby given to the holders of the Series 2017-2 Notes that certain amendments have been made to the Original Performance Trigger Event definition with the deemed consent of the Series 2017-2 Issuer as permitted pursuant to the Transaction Documents on the basis that the Rating Agency Condition has been satisfied.
The amendments which will apply during the Variation Period (as defined below) introduce (a) the "Stage I Performance Trigger Events" (as defined below) which will occur if the Average Delinquency Ratio, the Average Default Ratio and/or the Average Excess Spread Ratio breach the prescribed thresholds and for which the prescribed thresholds continue to remain the same as those applicable to such ratios under the Original Performance Trigger Events (which are replaced for the Variation Period) and (b) the "Stage II Performance Trigger Events" (as defined below) which will occur if the Average Delinquency Ratio, the Average Default Ratio and/or the Average Excess Spread Ratio breach certain adjusted prescribed thresholds or if the Average Payment Rate Ratio breaches the prescribed threshold which continues to remain the same as the threshold applicable to such ratio under the Original Performance Trigger Events (collectively, the "Amendments").
Upon the occurrence of a Stage I Performance Trigger Event, no Trust Payout Event will occur, but the Target Reserve Amount will be increased according to a pre-defined formula, to retain additional excess cash within the structure. Upon the occurrence of a Stage II Performance Trigger Event, a Trust Payout Event will occur.
Following the end of the Variation Period, the Original Performance Trigger Events will apply again.
The Series 2017-2 Issuer confirms that the Rating Agencies were notified of the Amendments and that it received confirmations from each of the Rating Agencies that the implementation of the Amendments would not result in a downgrade, withdrawal or suspension of the then-current ratings assigned to any of the Series 2017-2 Notes by such Rating Agency. The Rating Condition has therefore been satisfied in respect of the Amendments.
For purposes of the foregoing:
A "Stage I Performance Trigger Event" will occur if on any date of determination during the Variation Period the:
(a) 6 Week Average Delinquency Ratio or the 13 Week Average Delinquency Ratio exceeds 3.75 per cent.;
(b) 6 Week Average Default Ratio or the 13 Week Average Default Ratio exceeds 2.25 per cent.; and/or
(c) 2 Month Average Excess Spread Ratio or the 3 Month Average Excess Spread Ratio is less than 4.00 per cent..
A "Stage II Performance Trigger Event" will occur if on any date of determination during the Variation Period the:
(a) 13 Week Average Delinquency Ratio exceeds 4.50 per cent.;
(b) 13 Week Average Default Ratio exceeds 2.50 per cent.;
(c) Average Payment Rate Ratio is less than 3.50 per cent.; and/or
(d) 3 Month Average Excess Spread Ratio is less than 1.75 per cent..
The "Variation Period" applies from 15 June 2020 to 15 June 2021 or such other date as may be agreed from time to time between the Asset Trustee, the Servicer, the Asset Trust Facilitator and the Required Beneficiaries; provided, however, that: (a) each of the Required Beneficiaries shall direct the Asset Trust Facilitator to provide its consent to any such other date; and (b) each Investor Beneficiary (other than any Designated Investor Beneficiary) will be deemed to agree to any such variation and to provide such direction to the Asset Trust Facilitator so long as the Rating Agency Condition is satisfied with respect to any of such Investor Beneficiary's rated Related Debt then outstanding.
This Notice is given by the Series 2017-2 Issuer.
Enquiries:
Series 2017-2 Issuer
Addressee: The Directors
E-mail: transactionteam@wilmingtontrust.com
Telephone: +44(0) 207 397 3600
This announcement has been issued through the Companies Announcement Service of Euronext Dublin.
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.ENDISEEAEKSFAAEEFA
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