Notice to Bondholders

Wellington Pub Company PLC

03 July 2024

 

NOTICE TO BONDHOLDERS

WELLINGTON PUB COMPANY PLC

(Incorporated and registered in England & Wales with registered number 03406623)

(the "Issuer")

GBP 160,000,000 6.735 per cent. Class A

Secured Fixed Rate Bonds due 2029 (ISIN: XS0084965796)

and

GBP 51,000,000 7.335 per cent. Class B

Secured Fixed Rate Bonds due 2029 (ISIN: XS0084965879)

(together, the "Bonds")

THIS NOTICE CONTAINS IMPORTANT INFORMATION THAT IS OF INTEREST TO THE REGISTERED AND BENEFICIAL OWNERS OF THE BONDS. IF APPLICABLE, ALL DEPOSITORY, CUSTODIANS AND OTHER INTERMEDIARIES RECEIVING THIS NOTICE ARE REQUIRED TO EXPEDITE TRANSMITTAL TO BENEFICIAL OWNERS OF THE BONDS 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 Bonds (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.

If you have recently sold or otherwise transferred your entire holding(s) of any of the Bonds 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.

In accordance with normal practice, Deutsche Trustee Company Limited as trustee assumes no responsibility for this notice and it has not verified, and expresses no opinion as to the contents of, this notice, and makes no representation that all relevant information has been disclosed, or has been disclosed accurately, to Bondholders. Accordingly, Deutsche Trustee Company Limited as trustee urges Bondholders who are in any doubt as to the impact of this notice to seek their own independent legal and/or financial advice.

IMPORTANT NOTICE TO BONDHOLDERS

Capitalised terms used herein and not specifically defined will bear the same meanings as in the trust deed dated 2 March 1998 (the "Trust Deed") made between the Issuer and Deutsche Trustee Company Limited (formerly known as Bankers Trustee Company Limited) (the "Trustee").

Notice is hereby given to the holders of the Bonds (the "Bondholders") that the written resolutions set out in the notice to Bondholders dated 24 June 2024 have been passed with the consent of Bondholders representing at least 75 per cent. of the aggregate Principal Amount Outstanding of each of the Class A Bonds and the Class B Bonds then outstanding.

Further notice is given that the Deed of Amendment, Resignation and Appointment mentioned in the notice to Bondholders has been executed. Accordingly, the modifications referred to in the Deed of Amendment, Resignation and Appointment have been implemented with effect on and from 2 July 2024.

Date of Notice: 03 July 2024

WELLINGTON PUB COMPANY PLC

 

END