Acceptance Notice

Atlas Funding 2021-1 PLC

23 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

£250,405,000 Class A Mortgage Backed Floating Rate Notes due July 2058
(ISIN: XS2243229684; Common Code: 224322968)
(the "Class A Notes")

£20,929,000 Class B Mortgage Backed Floating Rate Notes due July 2058
(ISIN: XS2243229841; Common Code: 224322984)
(the "Class B Notes")

£11,212,000 Class C Mortgage Backed Floating Rate Notes due July 2058
(ISIN: XS2243229924; Common Code: 224322992)
(the "Class C Notes")

£7,474,000 Class D Mortgage Backed Floating Rate Notes due July 2058
(ISIN: XS2243230187; Common Code: 224323018)
(the "Class D Notes")

£4,484,000 Class E Mortgage Backed Floating Rate Notes due July 2058
(ISIN: XS2243231078; Common Code: 224323107)
(the "Class E Notes")

£7,474,000 Class X Mortgage Backed Floating Rate Notes due July 2058
(ISIN: XS2243231151; Common Code: 224323115)
(the "Class X Notes")

£4,485,000 Class Z1 Mortgage Backed Fixed Rate Notes due July 2058
(ISIN: XS2243232043 ; Common Code: 224323204)
(the "Class Z1 Notes")

£7,475,000 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.

1.    The Issuer refers to its previous notice to the holders of the Notes on 19 January 2024, confirming that the Issuer had received an Exercise Notice (in copy to the Note Trustee and the Security Trustee) from Lendco Limited (the "Option Holder"), nominating itself as the potential purchaser of the Whole Beneficial Title (the "Potential Purchaser"), with an Optional Purchase Completion Date of 25 January 2024.

2.    On 19 January 2024, the Issuer delivered a Counter Notice to the Option Holder specifying the amount of the Optional Purchase Price payable by the Potential Purchaser on the Optional Purchase Completion Date.

3.    The Option Holder has delivered an Acceptance Notice to the Issuer, confirming its agreement to purchase the Whole Beneficial Title for the Optional Purchase Price on the terms set out in the Exercise Notice, the Counter Notice and the Deed Poll.

4.    Pursuant to Note Condition 8.3 (Mandatory Redemption of the Notes in Full), the Issuer hereby gives notice that:

a.   the Portfolio shall be sold to the Option Holder on the Optional Purchase Completion Date; and

b.   the Optional Purchase Price together with all amounts standing to the credit of the Reserve Fund and (without double counting) any Available Revenue Receipts and Available Redemption Receipts otherwise available to the Issuer shall be applied on the Interest Payment Date falling on the same date as the Optional Purchase Completion Date in accordance with the Pre-Enforcement Priority of Payments with the result that the Notes will be redeemed in full.

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 Limited (contact details listed below).

ATLAS FUNDING 2021-1 PLC

Attention: The Directors
Address: 10th Floor 5 Churchill Place, London, E14 5HU, United Kingdom
Email: [e-mail]  

LENDCO LIMITED

Attention: The Directors
Address: 33 Gracechurch Street, London, EC3V 0BT, United Kingdom
Email: [e-mail] and [e-mail];

 

END