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Sigma Finance Corp (73KJ)

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Friday 13 May, 2011

Sigma Finance Corp

Company Announcement

Company Announcement

Sigma Finance Corp

For immediate release

12 May 2011

COMPANY ANNOUNCEMENT

SIGMA FINANCE CORPORATION (IN RECEIVERSHIP)

The receivers of Sigma Finance Corporation (in receivership) ("Sigma") being A. R. Bloom, M. E. Mills and S. J. Harris of Ernst & Young LLP (the "Receivers") have today made the following announcement.

Results of the Noteholder meetings in respect of the following EMTN issued by Sigma:

EUR 5,993,000 Index Linked Notes due 2011 (ISIN XS0178113808)

SEK 47,000,000 Non-Interest Bearing Notes due 2014 (ISIN XS0229086698)

CHF 200,000,000 Fixed Rate Notes due 2011 (ISIN CH0022527938)

(together, the "Notes")

Capitalised terms used in this announcement and not otherwise defined have the meanings given to them in the Amended and Restated Security Trust Deed dated 27 March 2003 (the "Security Trust Deed").

As announced on 10 November 2010 and on 17 November 2010, the Receivers have established Pools relating to Sigma's liabilities, allocated Sigma's Assets to such Pools and made an initial distribution to Beneficiaries on 17 November 2010.

On 9 March 2011, Sigma issued the EMTN Consent Solicitation Statement (as amended on 30 March 2011) (the "EMTN Consent Solicitation Statement") requesting the consent of holders of the Notes to an amendment to the terms of their Notes to allow Sigma to accelerate the Notes at its discretion in order for a distribution on account of principal to be made to such holders as Beneficiaries from cash currently in the respective Pools allocated to the Notes.

Following the Expiration Date (20 April 2011) it was determined that 21 of the 24 Series of Notes had passed an Extraordinary Resolution by way of Written Resolution in favour of the above amendment (as set out in the Notice to Noteholders dated 26 April 2011) and the relevant Amendment Agreements were executed.

Accordingly, Noteholder meetings were required for the following series of Notes whereby an Extraordinary Resolution by way of Written Resolution was not passed:

SEK 47,000,000 Non-Interest Bearing Notes due 2014 (ISIN XS0229086698);

CHF 200,000,000 Fixed Rate Notes due 2011 (ISIN CH0022527938); and

EUR 5,993,000 Index Linked Notes due 2011 (ISIN XS0178113808).

A notice to holders of Notes has been issued by Sigma today, 12 May 2011, to inform the Noteholders as to whether, at the Meetings of such holders, convened by the Notice despatched to Noteholders on 26 April 2011, and held on the 11 May 2011, the Extraordinary Resolution as set out in the EMTN Consent Solicitation Statement has been passed in respect of each series of Notes in order to permit the aforementioned amendment.

Extraordinary resolutions have been passed for the following series of Notes

Extraordinary resolutions have been passed in respect of the following Notes to amend the terms of such Notes to allow Sigma, at its discretion, to declare all amounts due and payable in respect of such series of Notes prior to their respective Maturity Dates:

SEK 47,000,000 Non-Interest Bearing Notes due 2014 (ISIN XS0229086698)

Sigma anticipates that it will exercise such discretion to accelerate the foregoing series of Notes in due course and will notify the relevant holders at the appropriate time of such discretion being exercised.

Extraordinary Resolutions have not been passed for the following series of Notes:

Extraordinary Resolutions have not been passed as the Noteholder meetings for the following series were not quorate and (unless and until Extraordinary Resolutions are passed at the adjourned Noteholder meetings referred to below) no amendment to the terms these Notes will be made:

CHF 200,000,000 Fixed Rate Notes due 2011 (ISIN CH0022527938); and

EUR 5,993,000 Index Linked Notes due 2011 (ISIN XS0178113808).

As the relevant meetings for each of the above series of Notes were not quorate, the meetings were adjourned and a notice will be sent to the relevant holders shortly notifying them of the date and location of the adjourned meeting.

General information

As previously advised to Beneficiaries, further information on the pooling process is available in the Pooling and Distribution Memorandum on the website maintained by Sigma at:

http://ey-vx.com/exchange-sites/relationship%20development/3284/compose-email/sigma-beneficiaries-email.asp.

The EMTN Consent Solicitation Statement and the USMTN Consent Solicitation Statement do not affect holders of any series of Notes other than holders of the Notes and the relevant affected USMTN.

Copies of the EMTN Consent Solicitation Statement and the USMTN Consent Solicitation Statement are available for inspection at the offices of the Receivers at:

Ernst & Young LLP

1 More London Place

London SE1 2AF

A copy of the EMTN Consent Solicitation Statement, the notice to Noteholders and this notice has been submitted to the National Storage Mechanism and is available for inspection at: www.Hemscott.com/nsm.do

Please email [email protected] if you have any queries regarding this announcement.

Important information

Please note that nothing in this document is intended to amount to an invitation or inducement to engage in investment activity. Nothing in this document amounts to the giving of advice. If you are in any doubt as to the action you should take, you should consult a professional adviser.

The Receivers act as agents of Sigma and without personal liability.

Sigma Finance Corp

Source: Sigma Finance Corp


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