TIDM61HZ
RNS Number : 6327F
NewDay Partnership Funding 2015-1
17 November 2020
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) to whom it may 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 ISSUER OR ANY OTHER ENTITY IN ANY
JURISDICTION.
NEWDAY PARTNERSHIP FUNDING 2015-1 PLC
1 Bartholomew Lane
London EC2N 2AX
(the "Issuer")
NOTICE IN RESPECT OF PROPOSED AMENDMENTS - VOTING RESULTS
to the holders of the following notes of the Issuer presently
outstanding
Series 2015-1
GBP185,250,000 Class A Asset-Backed Floating Rate Notes due
2021
ISIN: XS1134518155
GBP22,500,000 Class B Asset-Backed Floating Rate Notes due
2021
ISIN: XS1134518668
GBP14,000,000 Class C Asset-Backed Floating Rate Notes due
2021
ISIN: XS1134519393
GBP10,125,000 Class D Asset-Backed Floating Rate Notes due
2021
ISIN: XS1134523239
GBP6,875,000 Class E Asset-Backed Floating Rate Notes due
2021
ISIN: XS1134528626
GBP5,500,000 Class F Asset-Backed Floating Rate Notes due
2021
ISIN: XS1134535597
(the "Notes")
THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF
NOTEHOLDERS.
NOTICE IS HEREBY GIVEN by the Issuer to the holders of the Notes
(the "Noteholders") in accordance with Condition 18 (Notices) of
the Notes that, in connection with the Issuer's intention to amend
the Series 2015-1 Supplement and the Note Trust Deed (as defined in
the First Notice, as defined below), separate meetings (the
"Meetings") of the Noteholders were held on 17 November 2020 in
order to consider the approval of the Proposed Amendments (as
defined below) in accordance with Condition 15(a) (Meetings of
Noteholders) of the Notes by way of Extraordinary Resolution, as
described in the Previous Notices. However, certain of the Meetings
were adjourned for want of quorum (and will not be reconvened as
agreed by the Issuer and the Note Trustee pursuant to paragraph 9
(Adjournment for Want of Quorum) of Schedule 4 (Provisions of
Meetings of Noteho lders) of the Note Trust Deed) and the Meetings
that were quorate did not approve the Proposed Amendments.
Accordingly, the Issuer confirms that the Proposed Amendments will
not be implemented.
1. We refer to the initial Notice to Noteholders (RNS Number:
2227D) dated 26 October 2020 (the "First Notice" and, together with
the subsequent Notice to Noteholders (RNS Number: 3836D) dated 27
October 2020 containing a correction to the First Notice, the
"Previous Notices"), which set forth the Issuer's intention to
amend the Series 2015-1 Supplement and the Note Trust Deed (the
"Amended Documents") to:
(a) change the Series 2015-1 Scheduled Redemption Date to the
Amended Scheduled Redemption Date; and
(b) change the calculation of the Interest Amount in respect of
each class of the Notes and the LN Rate in respect of each class of
the Loan Notes to include the Redemption Premium,
together, the "Proposed Amendments". Capitalised terms used, but
not defined, in this Notice have the meaning given to them in the
Previous Notices.
2. The quorum requirements set out in Condition 15(a) (Meetings
of Noteholders)and which were referred to in the First Notice were
not met in respect of the Meetings of the holders of each of the
Class B Notes, the Class D Notes and the Class E Notes. As such,
the Issuer hereby confirms that the Extraordinary Resolutions which
were to be put to the holders of the Class B Notes, the Class D
Notes and the Class E Notes, respectively, were not passed.
3. Pursuant to Condition 15(a) (Meetings of Noteholders) of the
Note Trust Deed, the majority of votes required to be cast in
favour for an Extraordinary Resolution to be approved is 75 per
cent. of the Principal Amount Outstanding of the relevant class of
Notes in respect of which votes are cast on that Extraordinary
Resolution.
4. The results of the votes for the Meetings of the holders of
the classes of Notes which were quorate are as follows:
(a) in relation to the Class A Notes, 2.94 per cent. of the
Principal Amount Outstanding of the Class A Notes in respect of
which a vote was cast voted in favour of the Extraordinary
Resolution;
(b) in relation to the Class C Notes, 14.23 per cent. of the
Principal Amount Outstanding of the Class C Notes in respect of
which a vote was cast voted in favour of the Extraordinary
Resolution; and
(c) in relation to the Class F Notes, 0.00 per cent. of the
Principal Amount Outstanding of the Class F Notes in respect of
which a vote was cast voted in favour of the Extraordinary
Resolution.
Accordingly, the Issuer hereby confirms that the Extraordinary
Resolutions which were put to the holders of the Class A Notes, the
Class C Notes and the Class F Notes, respectively, were not passed
on 17 November 2020.
5. As a result of the foregoing, the Proposed Amendments have
not been approved in accordance with Condition 15(a) (Meetings of
Noteholders) of the Notes and will not be implemented and the
Scheduled Redemption Date of the Notes will remain unchanged.
6. Noteholders with queries concerning the content of this
Notice are kindly requested to contact the Issuer, NewDay Cards Ltd
as the Co-arranger of Series 2015-1 or Lucid Issuer Services
Limited as tabulation agent (the "Tabulation Agent") using the
details set out below.
Issuer: NewDay Partnership Funding 2015-1 plc
1 Bartholomew Lane
London EC2N 2AX
Email: directors-uk@intertrustgroup.com
Attention: the Directors
Co-arranger: NewDay Cards Ltd
7 Handyside Street
London N1C 4DA
Email: Graham.Stanford@newday.co.uk
Attention: Graham Stanford
Tabulation Agent: Lucid Issuer Services Limited
Tankerton Works
12 Argyle Walk
London WC1H 8HA
Email: newday@lucid-is.com
Attention: David Shilson/ Paul Kamminga
This Notice is given by
NEWDAY PARTNERSHIP FUNDING 2015-1 PLC
as Issuer
Dated -- 17 November 2020
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END
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