IRISH STOCK EXCHANGE ANNOUNCEMENT
For immediate Release
The date of this notice is 21 April 2017
IMPORTANT NOTICE TO NOTEHOLDERS
THIS NOTICE REQUIRES THE IMMEDIATE ATTENTION OF NOTEHOLDERS. IF NOTEHOLDERS ARE IN ANY DOUBT AS TO THE ACTION THEY SHOULD TAKE, THEY SHOULD CONSULT THEIR OWN INDEPENDENT PROFESSIONAL ADVISORS IMMEDIATELY.
Taurus CMBS (Pan-Europe) 2007-1 Designated Activity Company (the "Issuer")
€407,600,000 Class A1 Commercial Mortgage Backed Floating Rate Notes due 2020
€21,300,000 Class A2 Commercial Mortgage Backed Floating Rate Notes due 2020
€50,000 Class X1 Commercial Mortgage Backed Variable Rate Note due 2020
CHF 100,000 Class X2 Commercial Mortgage Backed Variable Rate Note due 2020
€31,500,000 Class B Commercial Mortgage Backed Floating Rate Notes due 2020
€45,800,000 Class C Commercial Mortgage Backed Floating Rate Notes due 2020
€36,200,000 Class D Commercial Mortgage Backed Floating Rate Notes due 2020
€5,000,000 Class E Commercial Mortgage Backed Floating Rate Notes due 2020
€2,500,000 Class F Commercial Mortgage Backed Floating Rate Notes due 2020
(together the "Notes")
The Notes are admitted to trading on the regulated market of The Irish Stock Exchange plc.
Reference is made to the Trust Deed constituting the Notes dated 2 August 2007 made between the Issuer and HSBC Trustee (C.I.) Limited as note trustee (as "Note Trustee").
Capitalised terms used but not defined in this notice shall have the meaning ascribed to such terms in the master definitions agreement dated 2 August 2007 between, inter alios, the Issuer and the Note Trustee and in the notice to Noteholders published on 23 December 2016 (the "December 2016 notice").
Reference is made to the the EUR 136,862,880 acquisition facility made available under the French law governed loan agreement dated 7 June 2007 between, amongst others, Kalkalit Paris 1 SNC; Kalkalit Lux 2 S.àr.l., Kalkalit Lux 3 S.àr.l., Selath Brest SASU; Selath Cholet SASU and Selath Meru SASU as borrowers (the "Fishman JEC Borrowers") and Merrill Lynch International Bank Limited, London Branch as lender (the "Fishman JEC Whole Loan").
Reference is made to the notices dated 16 June 2015, 24 June 2015, 1 July 2015, 7 July 2015, 28 July 2015 and 25 September 2015 in respect of the Fishman JEC Whole Loan.
The following notice has been prepared by and issued at the request of Capita Asset Services (UK) Limited (the "Special Servicer"). The Issuer has not independently verified the information contained in this notice. Accordingly, the Issuer, based on information provided by the Special Servicer, hereby gives the following notice with respect to the Fishman JEC Whole Loan.
Update re performance of Safeguard Plans adopted by the French Courts
The Special Servicer held meetings with the borrower and the Safeguard administrator on 26 January and 10 April 2017 to discuss the sales and the payment issues as described in the December 2016 notice.
Based on legal advice to the Special Servicer a proposal to cancel the Safeguard Plan based on excluding the proceeds from two properties sold in 2015 to be used to calculate the amortisation hurdle of 5% as of September 2016 would increase the timing of recoveries and costs with no guarantee of success.
It was concluded that a French Court may determine that the sales fell outside of the Safeguard Plan but it is recognised that the French civil code does not allow payments to lenders in the time between submitting the Safeguard proposal to the Court and it being accepted. It could therefore be argued that the proceeds were unable to be allocated until the Court had approved the proposal and therefore the borrower was within its right to apply the sale proceeds to satisfy the September 2016 mandatory amortisation of 5% of the loan.
The Special Servicer has therefore determined that a combined borrower and administrator led open market sale process under the specific terms of the Safeguard Plan will maximise recoveries and therefore will not pursue a cancellation of the Safeguard Plan.
Anticipated sales during 2016 were delayed primarily due to the re-negotiation of leases to two anchor tenants in eight properties. Negotiations have now been finalised and it is anticipated that these properties will be sold in the third quarter of 2017.
Under the terms of the excess cash clause within the Safeguard Plan an amount of €5.6 million is available and will be used in repayment of the loan at the June 2017 loan payment date.
In addition the Safeguard plan allows for the cash reserve account to be reduced in line with capex budgets and it is proposed that €3million of funds in this account will be applied for amortisation at the June 2017 loan payment date.
Both of the above payments will be excluded from the 5% amortisation requirement under the Plan by 7 September 2017.
Further updates will be published to the market at the appropriate time.
Please address any queries in relation to this Notice to the Special Servicer:
Capita Asset Services (UK) Frank Weber
Taurus CMBS (Pan-Europe) 2007-1 Designated Activity Company
Attn: Capita International Financial Services (Ireland) Limited
2 Grand Canal Square
Grand Canal Harbour
This announcement has been issued through the Companies Announcement Service of
the Irish Stock Exchange.