16 August 2024
OFFA BTL
LTD
(the
"Trustee")
NOTICE
to the
holders of the
£200,000,000 Home Purchase Plan backed floating rate Senior
Certificates due 2027 (ISIN GB00BS857D42)
£20,000,000 Home Purchase Plan backed floating rate Mezzanine
Certificates due 2027 (ISIN GB00BS857F65)
£15,000,000 Home Purchase Plan backed fixed rate Subordinated
Certificates due 2027 (ISIN GB00BS857G72)
(the
"Certificateholders" and
the "Certificates"
respectively),
issued in
accordance with the terms of the Declaration of Trust dated 28 June
2024, between the Trustee and Trustmoore Trustee (Ireland) Limited
(the "Delegate") and the
Subscription and Agency Agreement dated 28 June 2024 between,
among others, the Trustee
and the Certificateholders
NOTICE IS
HEREBY GIVEN that by unanimous written
resolution dated 16 August 2024, the
respective holders of 100 per cent. of each of the Senior
Certificates, the Mezzanine Certificates and the Subordinated
Certificates issued duly consented to:
1
modifications to the Conditions:
(a) in respect of
the SONIA reference rate, used to calculate the Profit Rate of the
Senior Certificates and the Mezzanine Certificates, to reflect that
SONIA is to be calculated on a non-cumulative, compounded basis,
using 'five-day look back';
(b) to reflect
that, during the Availability Period, the Senior Certificates and
the Mezzanine Certificates shall be redeemed up to an amount as may
be required to satisfy the Senior Borrowing Base Test and the
Mezzanine Borrowing Base Test, respectively, and
2 the entry
into a supplemental declaration of trust dated 16
August 2024 by the Trustee and the Delegate (the
"Supplemental Declaration of
Trust") in respect of the above-mentioned
modifications.
Copies of the Supplemental Declaration of Trust
may be inspected on written request at the Specified Offices of the
Facility Agent during normal business hours for as long as the
Certificates are admitted to listing on the International Stock
Exchange and as the guidelines of the International Stock Exchange
so require.
Words and expressions defined in Clause 1
(Definitions) of
the master definitions schedule dated 28 June 2024 and
made between, among
others, the Trustee, the Security Trustee, the Delegate, the
Originator, the Servicer, the Cash Manager and the Facility Agent
(as amended and/or restated from time to time) (the Master Definitions Schedule) have the
same meaning when used in this Notice.
This Notice is given by:
OFFA BTL
LTD
For further information please
contact:
Offa BTL
Ltd
c/o Trustmoore (UK)
Ltd, Central House, 20 Central Avenue
St Andrews Business
Park
Norwich, NR7
0HR
United
Kingdom
Email:
offa.uk@trustmoore.com
Attn: the Directors,
Louis Gray
Nothing in this Notice constitutes an offer of
securities for sale in the United States. This Notice is not for
distribution in the United States. The securities described herein
have not been, and will not be, registered under the U.S.
Securities Act of 1933, as amended (the "Securities Act"), or under any relevant
securities laws of any state of the United States of America and
are subject to U.S. tax law requirements. The securities may
not be offered or sold within the United States or to, or for the
account or benefit of, U.S. persons or to persons within the United
States of America, as such terms are defined in Regulation S under
the Securities Act. There will be no public offering of the
securities in the United States.
Your right to access this service is
conditional upon complying with the above requirement.