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Duchess VII CLO B.V. (IRSH)

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Thursday 13 February, 2020

Duchess VII CLO B.V.

Notice to Noteholders

RNS Number : 9734C
Duchess VII CLO B.V.
13 February 2020
 

THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF NOTEHOLDERS.  IF NOTEHOLDERS ARE IN ANY DOUBT AS TO THE ACTION THEY SHOULD TAKE, THEY SHOULD SEEK THEIR OWN FINANCIAL AND LEGAL ADVICE IMMEDIATELY FROM THEIR STOCKBROKER, SOLICITOR, ACCOUNTANT OR OTHER INDEPENDENT FINANCIAL OR LEGAL ADVISER.

 

 

DUCHESS VII CLO B.V.

(the Issuer)

 

NOTICE

to the holders of the

€150,000,000 First Priority Senior Secured Floating Rate Variable Funding Notes due 2023

 

€190,000,000 Class A-1 First Priority Senior Secured Floating Rate Notes due 2023

(Regulation S ISIN: XS0275879921; Rule 144A ISIN: XS0279334915)

 

€35,000,000 Class B Second Priority Deferrable Secured Floating Rate Notes due 2023

(Regulation S ISIN: XS0275880853; Rule 144A ISIN: XS0279336456)

 

€25,000,000 Class C Third Priority Deferrable Secured Floating Rate Notes due 2023

(Regulation S ISIN: XS0275881232; Rule 144A ISIN: XS0279337421)

 

€32,500,000 Class D Fourth Priority Deferrable Secured Floating Rate Notes due 2023

(Regulation S ISIN: XS0275881828; Rule 144A ISIN: XS0279338155)

 

€15,000,000 Class E Fifth Priority Deferrable Secured Floating Rate Notes due 2023

(Regulation S ISIN: XS0275882479; Rule 144A ISIN: XS0279339120)

 

€52,500,000 Class F Secured Income Notes due 2023

(Regulation S ISIN: XS0275882800; Rule 144A ISIN: XS0279340995)

 

€500,000 Class J Combination Notes due 2023

(Regulation S ISIN: XS0275883287; Rule 144A ISIN: XS0279342264)

 

€10,000,000 Class O Combination Notes due 2023

(Regulation S ISIN: XS0277795653; Rule 144A ISIN: XS0279343072)

 

€7,000,000 Class W Combination Notes due 2023

(Regulation S ISIN: XS0277304001; Rule 144A ISIN: XS0279343585)

 

of the Issuer presently outstanding

(the Noteholders and the Notes, respectively)

REFERENCE IS MADE to the Notice dated 3 February 2020, given to the Noteholders by the Issuer, in which Noteholders were notified, inter alia, that, pursuant to Condition 7.2(a)(i), subject to the satisfaction of the further conditions precedent as set out in Condition 7.2(b), the Notes will be redeemed by the Issuer on the next Payment Date, being 28 February 2020 (the Redemption and the Redemption Date, respectively).

NOTICE IS HEREBY GIVEN to the Noteholders that, in connection with the Redemption, the Collateral Manager requested payment of an Incentive Collateral Management Fee under the priorities of payment set out in Condition 11 (Enforcement) (the Enforcement Proceeds Priority of Payments). 

 

As a result of the Collateral Manager's request, a question arose as to the correct interpretation of the Transaction Documents in relation to how any Incentive Collateral Management Fee should be calculated under the Enforcement Proceeds Priority of Payments (and it is noted that the English Court of Appeal is due to consider a substantially similar question of interpretation in the context of the Duchess VI CLO B.V. transaction).  The Collateral Manager therefore requested the Collateral Administrator (and the Trustee has concured) to reserve the amount claimed by the Collateral Manager as being due in respect of the Incentive Collateral Management Fee (the Reserve) from the amounts to be distributed by the Collateral Administrator on the Redemption Date and, as a result of such request, the Reserve will not distributed on the Redemption Date, pending the determination of the correct interpretation of the relevant provisions as referred to above.  The exact amount of the Reserve will depend on the amount of the Incentive Collateral Management Fee claimed by the Collateral Manager in connection with the Enforcement Proceeds Priority of Payments, but is currently expected to be no more than EUR 5,500,000.

 

Capitalised terms used but not defined in this Notice shall have the meanings given to them in or pursuant to the Trust Deed in relation to the Notes dated 14 December 2006 (as amended, supplemented and/or restated from time to time) between, among others, the Issuer and the Trustee and/or the Terms and Conditions of the Notes set out therein (as amended and restated pursuant to a Deed of Novation dated 9 January 2015 between, among others, the Issuer and the Trustee).

This Notice is given by

 

 

 

 

Deutsche Trustee Company Limited as Trustee

Dated 13 February 2020

 

 

This announcement has been issued through the Companies Announcement Service of Euronext Dublin.

 


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