81RB Sandwell 2 'a'

TIDM81RB

RNS Number : 5669N

Sandwell Commercial Finance No2 PLC

25 September 2023

Sandwell Commercial Finance No.2 Plc Notice to Noteholders

NOTICE TO THE HOLDERS OF THE OUTSTANDING:

GBP17,150,000 Class C Mortgage Backed Floating Rate Notes due 2037

(ISIN: XS0229030712; Common Code: 022903071),

GBP21,700,000 Class D Mortgage Backed Floating Rate Notes due 2037

(ISIN: XS0229031017; Common Code: 022903101),

GBP14,000,000 Class E Mortgage Backed Floating Rate Notes due 2037

(ISIN: XS0229031280; Common Code: 022903128),

(together, the "Notes")

of

Sandwell Commercial Finance No. 2 PLC

(the "Issuer" or the "Transaction" as the context requires)

Following on from the RNS Notices dated 23 March 2023 and 26 June 2023 providing information on the LIBOR-linked exposures within the Transaction and requesting Noteholders to provide their details in order to participate in the discussions, no Noteholders have come forward to engage in the process.

The Issuer and Barclays Bank plc, the Liquidity Facility Provider and GIC Provider in the Transaction, are exploring options to facilitate amendments to the Liquidity Facility Agreement and the Guaranteed Investment Contract (which are currently based on the 3-month synthetic LIBOR setting) to reflect certain proposals around a revised interest rate regime.

If no Noteholders contact the Issuer to discuss options ahead of 20(th) October 2023, the Issuer and Trustee will engage with their respective legal counsel to assess the most appropriate next steps. The costs of this legal advice will be borne by the Issuer, and these costs will impact available revenue receipts for distribution on future Interest Payment Dates.

The regulators continue to urge market participants to pursue the active transition of legacy sterling LIBOR contracts wherever practicable.

It is therefore in the best interests of all parties for Noteholders to engage in the proposed amendment process, so we would welcome contact before 20(th) October 2023.

Procedure for disclosing identity and holdings

Noteholders are requested to disclose their identity and provide proof of holding to the Servicer or the Issuer as soon as possible in order to participate in discussions. Noteholders are encouraged to take their own advice as to the potential implications of the cessation of LIBOR.

Noteholders seeking further information should contact the Servicer at:

_StructuredFinance@westbrom.co.uk

DISCLAIMER

Nothing in this announcement constitutes or should be construed as constituting an offer of securities issued by the Issuer ("Securities"), an offer to purchase any Securities or an offer to modify the terms and conditions of any Securities.

This Notice is given by:

Sandwell Commercial Finance No. 2 Plc

Wilmington Trust SP Services (London) Ltd

Third Floor, Kings Arms Yard

London EC2R 7AF

Dated 25 September 2023

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END

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