NOT FOR RELEASE, PUBLICATION OR
DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE
UNITED STATES OF AMERICA, ITS TERRITORIES AND POSSESSIONS, ANY
STATE OF THE UNITED STATES OF AMERICA OR THE DISTRICT OF COLUMBIA
OR INTO ANY OTHER JURISDICTION OR TO ANY OTHER PERSON WHERE OR TO
WHOM IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS
DOCUMENT. THIS NOTICE CONTAINS IMPORTANT INFORMATION OF INTEREST TO
THE REGISTERED AND BENEFICIAL OWNERS OF THE NOTES (AS DEFINED
BELOW).
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.
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.
GEMGARTO 2023-1
PLC
(Legal
Entity Identifier: 635400VBSEGPUXLYKP64)
(incorporated in England and Wales with limited liability
under registered number 15075707)
(the "Issuer")
£476,487,000 Class A Notes due December
2073
(ISIN: XS2702923728 / Common Code:
270292372)
£38,338,000 Class B Notes due December 2073
(ISIN:
XS2702924882 / Common Code: 270292488)
£10,954,000 Class C Notes due December 2073
(ISIN:
XS2702925004 / Common Code: 270292500)
£10,954,000 Class D Notes due December 2073
(ISIN:
XS2702925186 / Common Code: 270292518)
£5,477,000 Class E Notes due December 2073
(ISIN:
XS2702925269 / Common Code: 270292526)
£2,738,000 Class F Notes due December 2073
(ISIN:
XS2702925699 / Common Code: 270292569)
£2,738,000 Class G Notes due December 2073
(ISIN:
XS2702925772 / Common Code: 270292577)
£5,477,000 Class Z Notes due December 2073
(ISIN:
XS2702926150 / Common Code: 270292615)
(the
"Notes")
Class S1
Certificate
(ISIN:
XS2702929253 / Common Code: 270292925)
Class S2
Certificate
(ISIN:
XS2702929337 / Common Code: 270292933)
Class Y
Certificate
(ISIN:
XS2702928016 / Common Code: 270292801)
(the
"Certificates")
NOTICE OF RECALL OF
FUNDS
NOTICE IS HEREBY GIVEN that the
Servicer has informed the Issuer and the Cash Manager that the
Principal Receipts reflected in Servicer Report for the Collection
Period ending in February 2024 was incorrectly stated. The Cash
Manager has also informed the Issuer that the Available Principal
Receipts applied on the Payment Date falling in March 2024 (the
"Relevant Payment Date") in
accordance with the Pre-Enforcement Principal Priority of Payments
was overstated as a result and that this incorrect amount was
reflected in the corresponding Investor Report.
As a consequence of the above, the
incorrect, overstated amount previously paid as principal on the
Relevant Payment Date in respect of the Class A Notes has been
recalled from holders (who, for the avoidance of doubt, were
holders on the Relevant Payment Date) through the Clearing Systems
prior to the date of this notice.
The Cash Manager has also informed
the Issuer that the Investor Report previously issued in respect of
the Relevant Payment Date has been restated to include the correct
figures and that such Investor Report has been made available
at https://pivot.usbank.com.
No further action is required on the
part of any Noteholder or Certificateholder.
The Note Trustee and the Security
Trustee do not assume any responsibility or liability for the
contents of this notice and makes no recommendations as to any
action to be taken with respect to this notice.
Nothing in this notice constitutes
or contemplates an offer of, an offer to purchase or the
solicitation of an offer to sell, any security in any
jurisdiction. This notice and any non-contractual obligations
arising out of or in connection with this notice are governed by
and shall be construed in accordance with the laws of England and
Wales.
No person has been authorised to
give information, or to make any representation in connection
herewith, other than as contained herein and such information
or representation must not be relied upon as having been authorised
by or on behalf of the Issuer. The delivery of this notice at
any time does not imply that the information in it is correct as at
any time subsequent to its date.
Defined terms used in this notice
will have the meaning given to them in the prospectus of the Issuer
dated 11 December 2023.
23 May 2024
This notice is given by:
GEMGARTO 2023-1 PLC as
Issuer
Contact:
The
Directors
Address:
10th Floor 5 Churchill Place, London, United Kingdom, E14 5HU
Email:
Gemgarto23-uk@cscgfm.com
