REG - Coventry&Rugby Hos. - Supplemental Bond Trust Deed
24/07/2024 11:45
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RNS Number : 6559X Coventry & Rugby Hospital Co PLC 24 July 2024
ANNOUNCEMENT
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 IMMEDIATELY CONSULT THEIR OWN INDEPENDENT PROFESSIONAL
ADVISERS.
THIS NOTICE CONTAINS IMPORTANT INFORMATION THAT IS OF INTEREST TO THE
REGISTERED AND BENEFICIAL OWNERS OF THE BONDS. IF APPLICABLE, ALL
DEPOSITORIES, CUSTODIANS AND OTHER INTERMEDIARIES RECEIVING THIS NOTICE ARE
REQUIRED TO EXPEDITE TRANSMISSION HEREOF TO BENEFICIAL OWNERS OF THE BONDS IN
A TIMELY MANNER. IF BONDHOLDERS OR BENEFICIAL OWNERS OF THE BONDS ARE IN ANY
DOUBT AS TO THE MATTERS REFERRED TO IN THIS NOTICE, THEY SHOULD CONSULT THEIR
STOCKBROKER, LAWYER, ACCOUNTANT OR OTHER PROFESSIONAL ADVISER WITHOUT DELAY.
If you have recently sold or otherwise transferred your entire holding(s) of
Bonds 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.
THE COVENTRY AND RUGBY HOSPITAL COMPANY PLC - RNS ANNOUNCEMENT
THE COVENTRY AND RUGBY HOSPITAL COMPANY PLC (the "Issuer")
£407,239,000
3.246 per cent. Index Linked guaranteed secured bonds due 30 June 2040
(including £35,000,000 variation bonds)
(with authority to issue further bonds)
unconditionally and irrevocably guaranteed as to scheduled payments of
principal and interest pursuant to a financial guarantee policy
issued by MBIA ASSURANCE S.A. (succeeded by Assured Guaranty (UK) Ltd)
(the "Bonds")
(ISIN: XSO159152189 Common Code: 015915218)
CPCT Prepayment
In reference to (i) the Project Agreement dated 3 December 2002 between
University Hospitals Coventry and Warwickshire National Health Service Trust,
Coventry Primary Care Trust (succeeded by Coventry and Warwickshire
Partnership Trust ("CWPT")) and The Coventry and Rugby Hospital Company Plc,
dated 3 December 2002, as amended from time to time (the "Project Agreement"),
(ii) the Collateral Deed between The Coventry and Rugby Hospital Company Plc,
The Coventry and Rugby Hospital Company (Holdings) Limited, Mourant & Co.
Capital Trustees Limited (succeeded by Apex Corporate Trustees (UK) Limited)
(as Security Trustee
(https://pfi.affinitext.com/viewer/book?id=8435&folder_id=7267)
and Bond Trustee
(https://pfi.affinitext.com/viewer/book?id=8435&folder_id=7267) ) and MBIA
Assurance S.A. (succeeded by Assured Guaranty (UK) Ltd) (the "Collateral
Deed") and (iii) the Funders Direct Agreement dated 3 December 2002 between
(1) University Hospitals Coventry and Warwickshire National Health Service
Trust (2) CWPT (3) Mourant & Co Capital Trustees Limited (now Apex
Corporate Trustees (UK) Limited) (the "Security Trustee") and (4) the Issuer
(the "Funders Direct Agreement"). Unless otherwise defined herein, capitalised
terms have the same meaning as given to them in the Collateral Deed.
On 22 June 2022 CWPT served a Termination Notice dated 21 June 2022 on the
Security Trustee and Assured Guaranty under the terms of the Funders Direct
Agreement. The termination took effect on 1 February 2023. That
Termination Notice, issued by CWPT under the Funders Direct Agreement,
constitutes a CPCT Prepayment Event.
Partial Prepayment of Bonds
As a consequence of the CPCT Prepayment Event and as provided for in the
Senior Finance Documents, on 15 August 2023 the Credit Provider directed the
Issuer to redeem the CPCT Portion (9.826590 per cent) of the Outstanding
Principal Amount of each Bond at the CPCT Prepayment Amount together with
accrued interest adjusted for indexation (the "CPCT Redemption"). The CPCT
Redemption occurred on 18 September 2023.
This was in the total aggregate amount of £45,117,084.77.
Supplemental Bond Trust Deed
Condition 8(a) (Scheduled Payments) of the Bonds set outs an illustrative
repayment schedule setting out the Principal Amount, Scheduled Principal,
Scheduled Interest and Total Payment, such figures as of the original date of
the Bond Trust Deed (the "Existing Repayment Schedule").
As a consequence of the CPCT Prepayment the numbers set out in the Existing
Repayment Schedule no longer accurately reflected the Outstanding Principal
Amount, Scheduled Principal, Scheduled Interest and Total Payment in respect
of a Bond of £1,000 denomination as unadjusted for indexation.
The Issuer has therefore agreed with the Bond Trustee to enter into a
supplemental bond trust deed in order to set out updated figures in a revised
repayment schedule so that the illustrative figures now take into account the
CPCT Redemption, which was executed on 24 June 2024 (the "Supplemental Bond
Trust Deed").
A copy of the revised repayment schedule has been appended to this RNS.
Enquiries
The Issuer
The Coventry and Rugby Hospital Company Plc
8 White Oak Square
Swanley
Kent
BR8 7AG
Attention: Jacques Mostert, Project Co. Representative.
Important information
This announcement is not a prospectus, is distributed for information purposes
only and does not constitute or form part of any offer or invitation to issue,
acquire or dispose of any securities in any jurisdiction. Nothing in this
document is intended to amount to an invitation or inducement to engage in
investment activity. Nothing in this document amounts to the giving of advice.
If you are in any doubt as to the action you should take, you should consult a
professional adviser.
SCHEDULE 1
FORM OF REPLACEMENT REPAYMENT SCHEDULE
Without prejudice to Condition 3 (Interest) and Condition 5(a) (Redemption and
Repurchase), the figures for Outstanding Principal Amount, Scheduled
Principal, Scheduled Interest and Total Payment, the numbers set out below are
intended to illustrate the Outstanding Principal Amount, Scheduled Principal,
Scheduled Interest and Total Payment in respect of a Bond of £1,000
denomination and are set out unadjusted for indexation, but taking into
account the CPCT Portion of the Outstanding Principal Amount of each Bond
redeemed on 18 September 2023, as show on the underlined row below:
A. B. C. D. E.
Scheduled Outstanding Scheduled Scheduled Total
Payment Date Principal Amount Principal Interest Payments
Amount
31-Dec-02 1000.000 0.000 2.470 2.470
30-Jun-03 1000.000 0.000 16.230 16.230
31-Dec-03 1000.000 0.000 16.230 16.230
30-Jun-04 1000.000 0.000 16.230 16.230
31-Dec-04 1000.000 0.000 16.230 16.230
30-Jun-05 1000.000 0.000 16.230 16.230
31-Dec-05 1000.000 0.000 16.230 16.230
30-Jun-06 1000.000 0.000 16.230 16.230
31-Dec-06 1000.000 0.000 16.230 16.230
30-Jun-07 998.263 1.737 16.230 17.967
31-Dec-07 987.006 11.257 16.202 27.459
30-Jun-08 975.211 11.795 16.019 27.814
31-Dec-08 963.298 11.913 15.828 27.740
30-Jun-09 951.272 12.026 15.634 27.660
31-Dec-09 939.084 12.188 15.439 27.627
30-Jun-10 926.660 12.424 15.241 27.666
31-Dec-10 914.083 12.577 15.040 27.616
30-Jun-11 901.487 12.596 14.836 27.432
31-Dec-11 888.727 12.760 14.631 27.391
30-Jun-12 876.428 12.299 14.424 26.723
31-Dec-12 864.039 12.389 14.224 26.613
30-Jun-13 851.433 12.606 14.023 26.630
31-Dec-13 838.766 12.667 13.819 26.485
30-Jun-14 826.981 11.785 13.613 25.398
31-Dec-14 815.100 11.882 13.422 25.303
30-Jun-15 802.339 12.760 13.229 25.989
31-Dec-15 789.952 12.387 13.022 25.409
30-Jun-16 777.253 12.699 12.821 25.520
31-Dec-16 764.258 12.995 12.615 25.610
30-Jun-17 751.304 12.954 12.404 25.358
31-Dec-17 738.066 13.238 12.194 25.432
30-Jun-18 724.884 13.182 11.979 25.161
31-Dec-18 711.592 13.292 11.765 25.057
30-Jun-19 698.164 13.428 11.549 24.977
31-Dec-19 684.651 13.513 11.331 24.845
30-Jun-20 671.716 12.934 11.112 24.046
31-Dec-20 658.667 13.049 10.902 23.951
30-Jun-21 645.781 12.886 10.690 23.576
31-Dec-21 632.924 12.857 10.481 23.338
30-Jun-22 621.106 11.818 10.272 22.090
31-Dec-22 609.202 11.904 10.081 21.985
30-Jun-23 597.269 11.933 9.887 21.821
18-Sep-23 538.578 58.691 0.414 59.105
31-Dec-23 528.056 10.521 8.741 19.263
30-Jun-24 518.142 9.914 8.570 18.484
31-Dec-24 508.424 9.718 8.410 18.128
30-Jun-25 496.621 11.803 8.252 20.054
31-Dec-25 485.082 11.539 8.061 19.600
30-Jun-26 473.885 11.197 7.873 19.070
31-Dec-26 462.069 11.816 7.691 19.507
30-Jun-27 449.475 12.594 7.500 20.093
31-Dec-27 436.739 12.736 7.295 20.031
30-Jun-28 423.409 13.330 7.089 20.418
31-Dec-28 409.817 13.593 6.872 20.465
30-Jun-29 395.278 14.539 6.651 21.190
31-Dec-29 380.586 14.692 6.415 21.106
30-Jun-30 364.366 16.220 6.177 22.397
31-Dec-30 347.658 16.707 5.914 22.621
30-Jun-31 331.331 16.327 5.642 21.969
31-Dec-31 314.154 17.177 5.378 22.555
30-Jun-32 297.483 16.671 5.098 21.770
31-Dec-32 280.702 16.780 4.828 21.608
30-Jun-33 263.289 17.413 4.556 21.969
31-Dec-33 245.710 17.579 4.273 21.852
30-Jun-34 229.984 15.726 3.987 19.714
31-Dec-34 213.969 16.014 3.732 19.747
30-Jun-35 196.480 17.489 3.473 20.962
31-Dec-35 179.506 16.974 3.189 20.163
30-Jun-36 161.486 18.020 2.914 20.933
31-Dec-36 143.094 18.393 2.621 21.014
30-Jun-37 124.849 18.244 2.322 20.566
31-Dec-37 106.197 18.652 2.026 20.678
30-Jun-38 85.342 20.855 1.723 22.578
31-Dec-38 64.233 21.109 1.385 22.494
30-Jun-39 44.340 19.893 1.042 20.935
31-Dec-39 23.724 20.616 0.720 21.336
30-Jun-40 0.000 23.724 0.385 24.109
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