Notice of Optional Redemption

West Bromwich Building Society

15 May 2023

 

THIS NOTICE CONTAINS IMPORTANT INFORMATION OF INTEREST TO THE REGISTERED AND BENEFICIAL OWNERS OF THE NOTES (AS DEFINED BELOW). 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.

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 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.

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 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.

HAWTHORN FINANCE LIMITED

26 New Street, St Helier, Jersey JE2 3RA, Channel Islands (the "Issuer")

NOTICE OF OPTIONAL REDEMPTION

to the holders of the following notes of the Issuer presently outstanding

£819,500,000 Class A Mortgage Backed Floating Rate Notes due 2045 (XS0376679949)

£180,500,000 Class B Mortgage Backed Floating Rate Notes due 2045 (XS0376680103) (together, the "Notes")

(the "Noteholders")

We refer to the trust deed dated 1 August 2007 (the "Trust Deed") as supplemented by the Series 2008-A supplemental issuer trust deed dated 22 July 2008 and the second supplemental issuer trust deed dated 10 December 2009 (together with the supplemental issuer trust deed, the "Supplemental Trust Deeds"), each of which is between, among others, the Issuer and Citicorp Trustee Company Limited as Issuer Trustee, including the terms and conditions of the Notes set out at Schedule 1 thereto (as amended by the final terms issued by the Issuer dated 18 July 2008) (the "Note Conditions"), pursuant to which the Notes were constituted.

NOTICE IS HEREBY GIVEN by the Issuer to the Noteholders in accordance with Condition 16 (Notices) that:

(a)     the Issuer intends to redeem the Notes in full pursuant to Condition 7(e)(A) (Optional Early Redemption of the Notes on any Interest Payment Date); and

(b)     the redemption date in respect of the Notes shall be 1 June 2023.

Copies of the Trust Deed, the Supplemental Trust Deeds and related documents may be inspected in electronic or physical form during usual business hours at the Specified Office of the Principal Paying Agent. Capitalised terms used but not otherwise defined herein shall have the meanings given to them in the Trust Deed and the Supplemental Trust Deeds.

Noteholders with queries concerning the contents of this Notice are kindly requested to contact the Issuer using the details set out below:

Contact Details:

Issuer:                                               Hawthorn Finance Limited

26 New Street, St Helier, Jersey JE2 3RA, Channel Islands Email: [e-mail] Attention: Nick Bland

This Notice is given by

HAWTHORN FINANCE LIMITED

as Issuer

Dated 15 May 2023

 

END