THIS ANNOUNCEMENT CONTAINS IMPORTANT INFORMATION THAT IS OF INTEREST TO THE REGISTERED AND BENEFICIAL OWNERS OF THE SERIES 2016-CI8 NOTES (AS DEFINED BELOW).
THIS NOTICE IS ADDRESSED ONLY TO HOLDERS OF THE SERIES 2016-CI8 NOTES 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.
IF YOU HAVE RECENTLY SOLD OR OTHERWISE TRANSFERRED YOUR ENTIRE HOLDING(S) OF THE SERIES 2016-CI8 NOTES, YOU SHOULD IMMEDIATELY FORWARD THIS NOTICE 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.
TRUSTEE NOTICE TO NOTEHOLDERS
ESCHER MARWICK PLC
(a public limited company under the laws of England and Wales with registration number 10112860 (the Issuer))
SERIES 2016-CI8 GBP NOTES
ISIN: GB00BDH37892
£50,000,000 8.5% FIXED RATE SECURED NOTES DUE 2021
(the "Series 2016-CI8 Notes")
Under the £500,000,000 Secured Medium Term Note Programme
(the "Programme")
Truva Services Limited (the "Trustee") has prepared this announcement to assist Noteholders and related investors in the Series 2016-CI8 Notes. If Noteholders or investors are in any doubt as to the action they should take, they should seek their own financial and legal advice, including as to any tax consequences, immediately from their stockbroker, solicitor, accountant or other independent financial or legal adviser.
Capitalised terms used but not defined in this Notice shall have the same meaning given to them in the Conditions of the Series 2016-CI8 Notes.
Any references in this Notice to the Trustee shall, as the context may require, be construed to refer to the Trustee acting pursuant to, and in accordance with, the Trust Deed and/or the Deed of Charge.
BACKGROUND
On 19 January 2024, the Trustee issued a notice to Noteholders (RNS number 3641A) to provide an update on the initial distribution (the "Initial Distribution") made by the Trustee on 30 January 2024.
Following the Initial Distribution, the Trustee received additional payments from Geoffrey Paul Rowley and Paul David Allen, as joint administrators (the "Joint Administrators") of Just Cash Flow Plc ("JCF") of £150,000 and £125,000 on 26 July 2024 and 10 September 2024, respectively.
This notice provides a further update to Noteholders on the events that have occurred and the actions taken by the Trustee.
ACTIONS TAKEN BY THE TRUSTEE
In accordance with the order of application set out in Condition 4 (Status and Application of Moneys) of the Conditions and clause 6.1 (Priority of Payments) of the Deed of Charge, all moneys received by the Trustee shall be held on trust and applied in accordance with the priority of payments as set out in Condition 4 (Status and Application of Moneys) of the Conditions as follows:
| (i) | first, in or towards satisfaction of (x) the costs, expenses, fees or other remuneration and indemnity payments (if any) and any other amounts incurred by the Trustee in preparing and executing the trusts and performing any obligations under the Transaction Documents; (y) the costs, expenses, fees or other remuneration and indemnity payments (if any) and any other amounts payable to any Receiver, including in the case of either the Trustee or a Receiver the costs of enforcing and/or realising any Security; |
| (ii) | second, in or towards satisfaction of the costs, expenses, fees or other remuneration and indemnity payments (if any) and any other amounts payable to the Agents under the Transaction Documents; |
| (iii) | third, in or towards payment of all arrears of interest remaining unpaid in respect of the Notes or Coupons and all principal monies due on or in respect of the Notes; and |
| (iv) | fourth, the balance (if any) in payment to the Issuer. |
The Trustee applied the moneys received on 26 July 2024 (the "Second Distribution") in accordance with the priority of payments to satisfy unpaid and accrued costs falling under paragraph (i) and (ii) of Condition 4. To save costs, the Trustee held over the balance of the Second Distribution to be paid as part of the Third Distribution (see below).
On 23 September 2024, the Trustee applied the moneys received on 10 September 2024 (the "Third Distribution") in accordance with the priority of payments to satisfy unpaid and accrued costs falling under paragraph (i) and (ii) of Condition 4. After making such payments, the Trustee confirms that it has now distributed £142,826.22 in accordance with paragraph (iii) of the Condition 4 to the Noteholders holding the Notes via CREST and that it holds £13,519.36 on trust for distribution to the Noteholders that hold their holdings in certificated form.
As of the date of this announcement, the outstanding interest is £7,306,295.65 and the outstanding principal amount in respect of the Series 2016-CI8 Notes is £37,726,783.00.
The Trustee will continue to liaise with the Joint Administrators, the Issuer and the Servicer on any further distributions and will notify the Noteholders accordingly.
Any shortfall amounts in relation to the Series 2016-CI8 Notes will constitute a shortfall in accordance with the Conditions of the Series 2016-CI8 Notes.
NEXT STEPS
Noteholders that hold notes in certificated form should make themselves known to the Trustee in order for it to be able to arrange for them to receive any distribution.
Noteholders can contact or direct the Trustee by sending an email to directors@truvacorp.com referencing the ISIN of the Series 2016-CI8 Notes and "ESCHER MARWICK PLC" in the subject line of the email.
This announcement is given by Truva Services Limited in its capacity as Trustee.
24 September 2024
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