TIDMZL41
RNS Number : 3456A
Atlas Funding 2021-1 PLC
19 January 2024
THIS NOTICE CONTAINS IMPORTANT INFORMATION OF INTEREST TO THE
BENEFICIAL OWNERS OF THE NOTES. 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.
THIS NOTICE IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.
IF YOU ARE IN ANY DOUBT ABOUT THE ACTION YOU SHOULD TAKE, YOU
SHOULD IMMEDIATELY CONSULT YOUR STOCKBROKER, BANK MANAGER,
SOLICITOR, ACCOUNTANT OR OTHER PROFESSIONAL ADVISER AUTHORISED
UNDER THE FINANCIAL SERVICES AND MARKETS ACT 2000 (IF YOU ARE IN
THE UNITED KINGDOM) OR ANOTHER APPROPRIATELY AUTHORISED INDEPENDENT
FINANCIAL ADVISER (IF YOU ARE NOT).
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 is addressed only to holders of the Notes (as
defined below) and persons to whom it may otherwise 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.
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.
THIS ANNOUNCEMENT MAY CONTAIN INSIDE INFORMATION FOR THE
PURPOSES OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014
AND SUCH REGULATION AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE
OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED BY THE
MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS 2019 (AS FURTHER
AMENDED, VARIED OR SUBSTITUTED FROM TIME TO TIME AS A MATTER OF UK
LAW).
For the avoidance of doubt, nothing in this notice constitutes
or should be construed as constituting an offer to sell, or a
solicitation of an offer to buy, any securities in any jurisdiction
or an offer to modify the terms and conditions of any securities,
including the Notes.
This announcement is released by the Issuer and contains
information in relation to the Notes that qualified as inside
information for the purposes of Article 7 of the Market Abuse
Regulation (EU) 596/2014 ("EU MAR") and for the purposes of Article
7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of
United Kingdom domestic law by virtue of the European Union
(Withdrawal) Act 2018 ("UK MAR"), encompassing information relating
to the Notes. For the purposes of EU MAR, UK MAR and Article 2 of
Commission Implementing Regulation (EU) 2016/1055, this Notice is
made by the Directors of Atlas Funding 2021-1 PLC.
NOTICE TO THE NOTEHOLDERS
NOTICE
to the holders of the following outstanding notes
GBP250,405,000 Class A Mortgage Backed Floating Rate Notes due
July 2058
(ISIN: XS2243229684; Common Code: 224322968)
(the "Class A Notes")
GBP20,929,000 Class B Mortgage Backed Floating Rate Notes due
July 2058
(ISIN: XS2243229841; Common Code: 224322984)
(the "Class B Notes")
GBP11,212,000 Class C Mortgage Backed Floating Rate Notes due
July 2058
(ISIN: XS2243229924 ; Common Code: 224322992 )
(the "Class C Notes")
GBP7,474,000 Class D Mortgage Backed Floating Rate Notes due
July 2058
(ISIN: XS2243230187; Common Code: 224323018)
(the "Class D Notes")
GBP4,484,000 Class E Mortgage Backed Floating Rate Notes due
July 2058
(ISIN: XS2243231078; Common Code: 224323107)
(the "Class E Notes")
GBP7,474,000 Class X Mortgage Backed Floating Rate Notes due
July 2058
(ISIN: XS2243231151; Common Code: 224323115)
(the "Class X Notes")
GBP4,485,000 Class Z1 Mortgage Backed Fixed Rate Notes due July
2058
(ISIN: XS2243232043 ; Common Code: 224323204)
(the "Class Z1 Notes")
GBP7,475,000 Class Z2 Mortgage Backed Fixed Rate Notes due July
2058
(ISIN: XS2243231664 ; Common Code: 224323166)
(the "Class Z2 Notes")
(together, the "Notes")
issued by Atlas Funding 2021-1 PLC (the "Issuer")
(a company incorporated in England and Wales with registered
number 12830096)
THIS NOTICE is addressed to the holders of the Notes issued by
the Issuer pursuant to the terms and conditions of the Notes, and
the trust deed constituting the Notes (the "Trust Deed").
Unless the context requires otherwise, words and expressions
used in this notice have the meanings and constructions ascribed to
them in the master definitions and construction schedule (the
"Master Definitions and Construction Schedule") dated 1 February
2021.
In accordance with Clause 3 (Exercise of Call Option) of the
deed poll dated 1 February 2021 and executed by the Issuer (the
"Deed Poll"), Lendco Limited ("Lendco" and the "Option Holder") has
delivered notice to the Issuer (the "Exercise Notice") exercising
the Call Option (as defined below) with a proposed Optional
Purchase Completion Date of 25 January 2024 (the "Call Option
Exercise") as described below.
Background
1. Pursuant to the Deed Poll, the Issuer granted to the Option
Holder a Call Option to require the Issuer to sell to the Option
Holder the beneficial title to all the Loans and Related Security
in the Portfolio (the "Whole Beneficial Title").
2. Pursuant to the Deed Poll, the Option Holder is required to
exercise the Call Option by the service of an Exercise Notice on
the Issuer (copied to the Note Trustee and the Security Trustee)
with the Optional Purchase Completion Date falling on the Interest
Payment Date immediately following the date of the Exercise Notice
and may in the Exercise Notice nominate itself or a Third Party
Purchaser (the "Potential Purchaser") to purchase the whole
Beneficial Title.
3. The Issuer must then serve a counter notice (the "Counter
Notice") on the Option Holder confirming the amount of the Optional
Purchase Price.
4. To proceed with the purchase of the Whole Beneficial Title
pursuant to the Call Option, the Option Holder shall confirm
whether it wishes the Issuer to proceed with the sale of the Whole
Beneficial Title by serving a notice on the Issuer within two
Business Days of receipt of the Counter Notice (the "Acceptance
Notice"). I f no Acceptance Notice is served within two Business
Days, then the Exercise Notice and the Counter Notice shall be of
no further effect.
Call Option Exercise
5. The Issuer received an Exercise Notice (in copy to the Note
Trustee and the Security Trustee) from the Option Holder on 17
January 2024, nominating itself as the Potential Purchaser of the
Whole Beneficial Title, with an Optional Purchase Completion Date
of 25 January 2024.
6. The Issuer shall deliver a Counter Notice on the Option
Holder specifying the amount of the Optional Purchase Price payable
by the Potential Purchaser on such date.
7. The Optional Purchase Price received by the Issuer will be
applied in accordance with the Pre-Enforcement Priority of Payments
on the Interest Payment Date falling on the same date as the
Optional Purchase Completion Date.
Miscellaneous
This notice is issued by Atlas Funding 2021-1 PLC as the Issuer.
Atlas Funding 2021-1 PLC operates as a company with limited
liability and is registered in England and Wales with registered
number 12830096. For further information regarding the matters set
out in this notice, Noteholders should contact the Issuer and
Lendco (contact details listed below).
ATLAS FUNDING 2021-1 PLC
Attention: The Directors
Address: 10th Floor 5 Churchill Place, London, E14 5HU, United
Kingdom
Email: atlasfunding-uk@cscgfm.com
LENDCO LIMITED
Attention: The Directors
Address: 33 Gracechurch Street, London, EC3V 0BT, United
Kingdom
Email: AScragg@LENDCO.co.uk and Sknight@LENDCO.co.uk;
19 January 2024
For and on behalf of
Atlas Funding 2021-1 PLC
per pro CSC Directors (No.1) Limited, as Director
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END
MSCBSGDBLXBDGSC
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January 19, 2024 09:38 ET (14:38 GMT)
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