Miscellaneous Modification of Conditions

BPHA Finance PLC

25 July 2023

 

THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF BONDHOLDERS.  IF BONDHOLDERS ARE IN ANY DOUBT AS TO THE ACTION THEY SHOULD TAKE, THEY SHOULD CONSULT THEIR OWN INDEPENDENT PROFESSIONAL ADVISERS AUTHORISED UNDER THE FINANCIAL SERVICES AND MARKETS ACT 2000 IMMEDIATELY.

BPHA FINANCE PLC

(the Issuer)

(incorporated as a public limited company under the laws of England and Wales

with company number 8926923 under the Companies Act 2006)

NOTICE TO THE HOLDERS OF

£350,000,000 4.816 per cent. Secured Bonds due 2044

(XS1052218358)

(the Bonds)

of the Issuer presently outstanding

(the Bondholders)

NOTICE IS HEREBY GIVEN to the Bondholders that Condition 9.10 (Cancellation of purchased or redeemed Bonds) of the Bonds has been amended, with the consent of M&G Trustee Company Limited (formerly Prudential Trustee Company Limited) (the Bond Trustee) pursuant to Clause 19.2 (Waiver, Authorisation, Determination and Modification) of the Bond Trust Deed dated 11 April 2014, as supplemented on 17 October 2018, between the Issuer and the Bond Trustee constituting the Bonds (the Bond Trust Deed), to remove the obligation to cancel the New Retained Bonds (as defined in the Conditions of the Bonds) on 17 October 2023.  Consequently, the Issuer has the ability to sell the Retained Bonds at any time.

-Ends-

 

END